Spider Man: Apocalypse
by Starkiller93
Summary: When being asked by Superman to have a talk with a person he claims to be his cousin, Spider Man had no idea he would end up getting attached to the "Supergirl from Krypton"...he also didn't expect to have a showdown with Darkseid who's also taken an interest in the girl but hey, business as usual for the web slinger.
1. Chapter 1

_**I promised all you Supergirl fans a story, and here it is. This one is going to be tough, because, like I said, there are A LOT of stories on this site with this pairing so I have a lot of shoes to fill. I don't expect this story to top the likes of Agent G's Justice League: the Spider but I'll try my best to make it good for you guys. Maybe it will even help gain more attention to my other story. This story is going to be an adaptation of Superman/Batman Vol 1 #8-13 by Jeph Loeb, or as you DC animated buffs might know it as the animated movie Superman/Batman: Apocalypse. The world I have set up will be just like in my other story. Only Spider Man and any character related to him will show up in this story, and everyone else will be DC characters. The Spidey I'm using this time around will be a mix between the Spectacular Spider Man cartoon version and the Ultimate comics. With that said, I hope you enjoy this. Disclaimer: Spider Man, Batman, Superman, Supergirl and all related characters are owned by DC and Marvel comics.**_

Chapter 1

 **Manhattan NY**

"OUTTA THE WAY PIGLETS. ALL OF YOU JUST….BACK OFF," yells a man in a dark blue jacket with a disco collar, black pants and black books complete with two gauntlets on his knuckles.

A local bank in Manhattan is being robbed by none other than Herman Schultz aka The Shocker. There are police cars near the entrance and officers are pointing their guns at him,

"You cops don't know who you're messing with. I think it's about time someone teaches you a lesson."

"Seriously, Herman? This is the third time this month," says a very youthful voice. Landing on a nearby police car is a person wearing a red and blue jumpsuit with web patterns all over it with a small spider emblem on the chest and a big red one on the back, a mouthless mask, some black rings around the arms and legs, some kind of device on each of his wrists and a black belt.

"Oh no, not you again," says Shocker.

"It's the same song and dance with you dude. You cause a ruckus, I come in, embarrass you, give you your daily butt kicking and then have your sorry tucas hauled off to jail. So just to save us both the hassle, I suggest you take off your little massage mittens and just surrender to the cops like a good little tool," says the costumed figure known to the world as Spider Man.

"KISS MY ASS, WALL CRAWLER. YOU'RE NOT TAKING ME IN AGAIN," Shocker yells as he powers up his gauntlets ready to fire at the web head.

Spider Man was ready to web up the gauntlets when suddenly, at the blink of an eye Shocker's gauntlets were being grabbed by a pair of hands and they explode. Shocker with a look of surprise see a rather muscular man in front of him. The man has neat looking black hair with a curl in the front and blue eyes. He's wearing a blue jumpsuit with red briefs that has a yellow belt, red boots, a long red cape and an "S" on both his chest and on the cape.

"I think that's enough out of you Shocker. Now unless you have some more tricks up your sleeve, I suggest you do what Spider Man says and surrender," says the man in blue. With that Shocker puts his hands over his head and falls to his knees for the police to come in and cuff him.

"Thanks Superman," says one of the police officers.

"Happy to help out officer," says the man known as Superman.

Spider Man hops off the police car and walks up to Superman, "Thanks, I was actually getting real tired of having to constantly bring him in."

"Well seeing as I broke his little toys I doubt he'll be giving you anymore trouble," Superman says with a smile.

"Not that I'm not happy to see you but what are you doing here in the Big Apple? I mean, I don't mind other heroes coming in on my home turf and help me do my job unlike certain other heroes *cough* Batman *cough* *cough*, but there has to be a good reason for it," Spider Man questions.

"Actually, I've come to ask you a personal favor," the Man of Steel replies.

"You want me to buy some dog food for Krypto? You're wife kicked you out so now you need a place to crash until she cools off? " the web slinger starts asking more questions.

Superman rolls his eyes, and smiles, "Funny, no there's just someone I need you to talk to. We're trying to get some important information from this person and so far, we've hit a couple brick walls."

"Why not get Batman to do it? You know he's the master at interrogating and getting information," Spider Man asks.

Superman sighs, "I did. But then I realize it was a terrible mistake. I need someone who truly understands what this person is going through, and right now, I think that person is you Spider Man."

"In other words, you need someone who is a ray of sunshine….…and is the most charming," says Spider Man.

"Exactly," Superman chuckles.

"Okay, where is this person I need to have words with?" the web head asks.

"At the Fortress of Solitude. You don't need to wear your costume for this either…..though I suggest getting a winter coat or something," Superman replies.

Spider Man raises an eyebrow at what Superman told him but shrugs his shoulders, "Alright, let me just go home and change real quick and we can go."

 **The Fortress of Solitude**

Superman flies to the fortress while carrying a young boy who looks to be about seventeen, with short brown hair and hazel eyes. They make it to the entrance where Superman digs under the snow and picks up a key to open the door. Once they were inside, Peter Parker stopped shivering as the room temperature was now a lot warmer. How that is even possible he will never know. Suddenly a silver robot with an "S" on both its chest and on a blue cape it's wearing walks up to Peter.

"Hello, would you like me to relieve you of your coat?" asks the robot.

"Sure, knock yourself out. Just don't touch my MP3 player," says Peter. Peter takes off his coat and gives it to the robot. He's now wearing a blue t shirt with a long sleeved tan shirt underneath. With brown cargo pants and blue trainer shoes.

As they're walking to the Fortress' main lab Peter speaks up first, "So what's this I hear about a Kryptonite meteor heading to earth and you and Batman being fugitives of the U.S.?"

"Oh, it's just "President" Luthor looking for a reason to put me in a bad light," Superman replies.

"Well hey, I hear he got impeached. I say good riddance," Peter says back and Superman nods in agreement.

Superman and Peter now make it to the Fortress' main laboratory where he sees a man in a bat-like costume examining a spaceship.

"Hey bats, what did you do that was so bad that I had to come in and clean up your mess?" Peter asks jokingly.

The figure known as Batman gives him one of his signature bat glares then turned to Superman, "You really think it's a good idea to have him be the one to talk to her?"

"I think she would be more comfortable talking to someone her own age. It can even give her an idea on what this planet is like," Superman replies.

"Wait, her? She?" the teenager starts to ask.

Superman then motions his hand over to the doorway that leads to the main hall. Peter turns around and suddenly the world around him seems to slow to a crawl. Shyly standing in the doorway was the most beautiful girl he has ever seen. She looks to be about his age with long blond hair that flows down her back, striking crystal blue eyes and fair skin. She's wearing a long sleeve white shirt with red stripes on the side of each sleeve, a pair of blue jeans and red trainer shoes. Peter couldn't help but stare at the girl, as there was something about her that felt…familiar. Suddenly he was being reminded of another girl he used to know, but immediately started to repress those memories.

"Incredible. Who knew all it would take was the sheer presence of an attractive girl to get him to stop talking?" Batman says.

Superman chuckles at the Dark Knight's remark, "Peter Parker, I would like you to meet Kara Zor-El. She's my cousin."

Peter looks over to Superman with widened eyes, "Your COUSIN?" He looks over to Kara, "You're Kryptonian?"

Kara shyly nods.

"You heard about the Kryptonite meteor all over the news right? Well apparently this ship was inside of it. It crash landed

in the Gotham City River. She caused quite a ruckus I might add," Batman informed the wall crawling teenager.

"I said I was sorry," Kara finally speaks out in frustration.

"Don't bother, he still hasn't forgiven me for messing with his Batcomputer. I mean seriously, come on man. When Tim and Steph told me you had freaking Galaga on your computer, I SO couldn't resist," Peter says.

Kara giggles at the wall crawler's humor while Superman smiles and shakes his head. "Kara's been having a hard time remembering her life on Krypton. She remembers some things, like who her father was and who her aunt and uncle were, but not other things like who her mother was," Superman explains to Peter. "I thought Batman would help her deal with her predicament but….."

"He just keeps giving her the third degree because he doesn't buy her story. I get it," Peter finishes. "Typical for a guy who had contingency plans to take out the entire Justice League. I wonder, what contingency plan did you have for me? A can of bat-bug spray?"

Batman scowls at Peter, "No, it was just to call Aunt May."

Peter's eyes widened, "You wouldn't."

"So, what do say Peter? You think you can help her out?" the Man of Steel begins to ask stopping the verbal exchange between the teenager and Batman.

"Sure why not? But I gotta warn ya, my track record when it comes to talking to pretty girls is kinda low." Peter says.

Kara blushes at his comment.

Superman sports a wide grin, "That's okay, think of it as just another Justice League training exercise."

Peter thinks about it for a moment, "Well, it does beat combat training with Hal, John and Dinah. The bruises are still there by the way." Peter motions Kara to follow him to the main hall.

"Well, at least he's feeling better," the Dark Knight comments. "Good, I was really starting to worry about him. After what happened five months ago, I didn't know if he would ever be back to his old talkative self," Superman says back.

Batman just nods and goes back to observing the spaceship.

The two teens are now walking down the main hall and Peter looks over at her.

"So, Kara Zor-El huh? Such a beautiful name. Very exotic."

Kara blushes again and brushes a strand of her blond locks behind her ear, "Uh, thanks."

"So what do you remember about your past?" Peter begins to ask as both of them stop walking.

Kara sighs, "Well….I know my father was a scientist named Zor-El. While he wasn't on the science council like my uncle Jor-El, he still shared his brother's passion and beliefs. Despite all the warnings no one but my father would listen to Jor-El that Krypton was doomed. My father built a ship larger than the one Kal-El was sent in. I was told the navigational system was locked onto HIS ship and my parents would follow soon after. Not that it mattered. We were too late or they lied to me so I would go. There WAS no other ship….Only mine and Kal-El's. But mine never left the planet under its own power. Then….all I had…was darkness. Buried within the rock, the ship must've kept me alive or in some kind of suspended hibernation."

"Yeah, I guess something like that would do that to you," Peter says trying to process everything Kara told him. "I guess you being in suspended animation for so long made your memories all fuzzy. Maybe when given time it will all come back to you….You say your dad was a scientist?"

Kara nods.

"Cool, my dad was a scientist too. He studied genetics and bio engineering. He's one of my inspirations to want to look into a career as a scientist," says Peter.

"Of course, his work is really the only thing I know about my dad. I don't remember anything about him or my mom personally. They died when I was very young."

"I'm so sorry," Kara says with a look of sympathy.

Peter gives her a warm reassuring smile, "It's fine. My aunt has been taking good care of me almost my whole life. I pretty much see her as my mom anyway."

Kara wanted to know more about this guy, "So how do you know Kal-El?"

Peter looks over to her, "Superman? Eh, just in typical super hero team up fashion. He and the rest of the Justice League have been trying to recruit me ever since word first got out about me. It wasn't until four months ago that I finally decided to bite the bullet and join due to….unfortunate circumstances."

The Kryptonian teenager noticed Peter's face darken when he said that last part. She decided not to question it since it seemed like it would be a touchy subject.

"So, what's it like to have all these crazy powers such as being able to fly and shoot lasers out of your eyes?" Peter starts to ask immediately bouncing back from his depression.

"You want the honest truth?" Kara asks, eliciting a nod from the brown haired teen.

"They terrify me," she now says.

"Really?" Peter says with a look of surprise.

"I didn't ask for these powers. When I first came here I had almost no control over them. Even when I now have them under control, I still have no idea what I'm capable of doing….and I don't think I want to know. Why can't I just be normal?" Kara says as she lowers her head.

"Yeah, I know the feeling. When I first got my powers I too was freaking out. Hell, I accidently broke a guy's hand when he tried to pick a fight with me at school," Peter now says.

Kara cringes at the last thing Peter said, "Yikes. Wait, you have powers too?"

Peter nods.

"What powers do you have?" the Kryptonian teen now asks. The web head sports a wide grin. He leaps into the air and latches onto one of the Fortress' crystal walls.

Kara looks on with a stunned look on her face, "Amazing."

"Well, that's one of several or more adjectives people use to describe me," the wall crawling teen chuckles. "I even have a colorful costume like your cousin."

"Can I see it?" Kara asks.

Peter lifts up his shirt a bit showing off his Spider Man costume, "Well, this is only part of it." Kara looks at the small spider emblem on the chest, "Kal told me that the people of this planet refer to him as Superman. What do they call you? Arachnoman? Spider boy?"

"Spider Man" Peter corrects her. "Though Arachnoman does have a nice ring to it."

"Where did you get such extraordinary powers? Are you from another planet too?" ask the blonde teen.

"Not even close. You see, two years ago I went on a high school field trip to a science research lab that was experimenting on genetically altered spiders. One of spiders got out from its glass cage and…well…it bit me," Peter says and he brings up his hand showing Kara where exactly the spider bit him. "As a result, I can now do….whatever a spider can."

"No way," Kara says in amazement.

"Yes way. Only problem though, I can't spin webs. I had to create a device in order to do that, and let me tell you, web fluid can be pretty damn expensive," Peter replies, eliciting a giggle from the Kryptonian.

"So tell me something. Why?" Kara asks her face turning serious again.

"Why what?" Peter now asks.

"Why do you do the things you do? You told me that your powers freaked you out. Why still use them to do what you do?" Kara elaborates on her earlier question.

Peter lowers his head, crosses his arm and nods in understanding, "You ever hear the phrase, "Karma's a bitch?"

"Kara nods.

"Well, let's just say that when you can do the things that I do, and you don't do anything, then the bad stuff happens, they happen because of you," Peter says solemnly.

Kara nods her head in understanding. From what she could gather, something really traumatic must have happened to him because of his choice not to use his powers, which is why he does what does.

"I'd like to think I was given these powers for a reason, and that with these powers comes a burden of responsibility," Peter continues. "What you have is something special Kara. You think it's a curse and that's okay, but think of it as also being a gift. With enough control, even you can use them to make a difference."

Suddenly, the tune of "itsy bitsy spider" echoes in the Fortress' halls. The brown haired teen reaches into his pocket and pulls out his smart phone, "Hello? Oh, hey Aunt May…No I'm at the library right now with some people….I know, just let me take care some things here and I'll be on my way home…..I love you too." Peter hangs up.

"So, I take it your aunt doesn't know about what you do in your spare time," Kara says with a smirk as she crosses her arms.

"No, and I want to keep it that way," Peter replies. "Otherwise she'll just freak out and when she freak out I freak out."

Kara giggles at that. "Go. Be with your aunt. I can take care of myself from here," she tells him then starts to blush. "It…..it was nice talking with you Peter."

Peter smiles and puts a hand on her shoulder, "It was nice talking with you too Kara. Just remember what I said okay?" the blond Kryptonian nods. Peter begins to back to the main lab to tell Superman and Batman he had to leave.

"See you around Spider Man," Kara says with a smile and wave.

"Catch you on the flip side….Supergirl." Peter says back. Kara gives out a beaming smile at the new nickname he gave her.

Peter is now back with the Man of Steel and the Dark Knight.

"So, I see you gave Kara the advice," Superman asks.

"You heard all that? Right, super hearing." Peter chuckles. "Yeah, I did."

"With great power comes great responsibility. Wise words from a wise man," Superman continues.

"Uncle Ben was the best," the wall crawler says.

"It's been what, two years?" Batman now asks.

"Today would have been his birthday," Peter sighs.

Superman give the teen a look of guilt, "I'm sorry. If I had known you had plans I wouldn't have asked you to…"

"Clark, don't sweat it man," Peter says with a smile. "You and the rest of the League had my back for five months. I'm just returning the favor."

The Man of Tomorrow gives a nod.

"Well, I better get going. Aunt May bought this really good birthday cake. Can't let it go to waste," Peter says as he gets his jacket from one of the robots.

"I'll give you lift home," Superman offers.

"I would greatly appreciate that. Only one of us here can fly after all…..well….two now," Peter says as he looks down the hall where Kara was.

"I appreciate you coming here to help out Kara," Superman speaks up.

"It's no problem. She's still having a tough time remembering her past. I say we give her some time before we start asking her more questions. She looks like she's been through a lot," says the web head. With that, Peter puts on his winter coat and lets Superman carry him home.

 **Apokolips**

"FUIRES, you were bred to be the finest warriors on Apokolips. The elite guard who stand at the ready to serve the almighty Darkseid," an elderly woman in battle armor bellows out. "Finally there is one among you who would challenge you all. Show Granny what my girls are made of. Come now Precious. Kill or be killed."

A strawberry haired woman in an armored leotard with a large tiara, metal gauntlets and an ax stands there in the battle field ready to fight, "Come forth Furies. Taste my blade."

Suddenly, five women with armor of their own came out and approached the woman.

"Bernadeth, Stompa, Lashina and Mad Harriet, make quick work of this little one," orders the one with long platinum blond hair.

"HA HA HEE, Darkseid's will, Darkseid's way, eh Gillotina?" asks the one called Mad Harriet.

The five women engage the strawberry haired woman. Due to the numbers gain, they were victorious and they slaughtered her.

"This one is no match for us," says the one named Stompa.

"Let's leave her in the fields for the bugs and dogs. HA HA HEE," says Mad Harriet.

"You disappoint me again Granny Goodness," says a shadowy figure with red eyes. "You led me to believe that the one you call "Precious" could replace Big Barda as captain of the honor guard."

"I know. She showed such promise," says Granny Goodness.

"Bring me the girl who fell to earth. She is to be mine for the molding…..or will it be you, dear Granny, that the Furies will next be carrying off?" asks the shadowy figure.

 ** _That concludes chapter 1. So the costume that Spidey is wearing this time around was orginally going to be his traditional comic book costume. Then I saw the leaked poster for Spider Man Homecoming and I got hyped. So the costume he's going to be wearing in this story is going to be the one Tom Holland is wearing in the Marvel Cinematic Universe. I'm writing a teenage Spidey here so it's only appropriate I give him that costume. Other than that, all the DC characters will be wearing their "Pre-New 52 attire" (Because my Superman wears his underwear on the outside thank you.) I also hope you like the new format. Someone in the comments said they had a tough time reading The World According to Peter Parker and Karen Starr, so I spaced out the text for both that story and this story so that other people won't have the same problem. So if you had trouble reading the first two chapters of my other story, that problem is fixed. Be sure to leave a review and tell me what you think of this story so far. Next time: More details on happened five months ago. Also Wonder Woman._**


	2. Chapter 2

_**Well, here it is, the second chapter of this little saga. While I was writing this I realized that this story is actually going to be rather short. Don't expect like a 48 chapter epic or anything. But after this we're already going to be at the halfway point. It will definitely end on a satisfying note though. I already have in my head how the story is going to end, and I'll even throw in an epilogue that will wrap everything up. I do have some ideas for a potential sequel, but they haven't been finalized yet. At this point it's all up in the air. Disclaimer: Spider Man, Supergirl and all related characters are all owned by Marvel and DC respectively.**_

Chapter 2

 **Forest Hills, Queens NY**

"Man, that cake was good, I'm stuffed."

Peter had just finished eating the birthday cake his Aunt May had bought to celebrate the birthday of the late Ben Parker.

"I'm glad you enjoyed it Peter. Oh, if only Ben was here to enjoy it with us," says May. "I still can't believe it's been two years. I still remember it like it was yesterday."

"I know Aunt May," Peter says as he puts his hand on top of hers on the table they're sitting by.

"So, what were you doing at the library?" May begins to ask hoping to start a more light-hearted conversation.

"Oh, I was just hanging out with some friends. Even met a new face," Peter replies.

May notices a certain look on Peter's face when he says that last part. She hasn't seen him have that kind of look on his face since…"Okay, what's her name?" she now asks her nephew with a smirk.

Peter begins to blush more and decided to tell her the half-truth, "Her name is Kara. She's…not from around here."

"Oh, so she's a foreigner." May guesses. "

Yeah, something like that," says the brown haired teen. "We spent most of our time telling each other about ourselves. Get this, her dad's also a scientist. She seems like a nice enough girl. She's still trying to get used to how things work around here. Things were way different where she came from."

"Well, I'm very happy for you sweetie," May says happily. "After what happened with Gwen five months ago, I didn't think you would ever find someone else, nor did I think you would ever be happy again. I haven't seen you look that depressed since the day we lost Ben. So, when do I get to meet her?"

"We're not dating Aunt May," Peter laughs nervously. "We just talked. It's not like I gave her my number or anything."

"Well, from the looks of it, you two seem to hit it off pretty well. Don't wait too long though. Wouldn't want some other guy to come in and sweep her off her feet," May says jokingly.

"Oh stop," Peter chuckles as he gets more flustered.

 **Metropolis**

Superman wanted Kara to experience what it was like to live on Earth, so he decided to give her a tour of Metropolis. First he took her out shopping which she found herself enjoying a lot. The two of them are now walking down the street. Superman is now in his "Clark Kent" disguise complete with a blue business suit, with a white dress shirt underneath, a red tie, black dress shoes and glasses. Kara is now wearing a yellow t shirt that shows off her midriff along with blue jeans and brown leather boots.

"You certainly have the shopping part of being an Earth girl down," Clark says to his cousin.

"Ohmygosh, that was SO much fun. I can't thank you enough Kal," says Kara.

"Clark. You can't forget that." Clark corrects her.

"Oops….right. It won't happen again," the blond teen apologizes. "I'm starving."

The two Kryptonians go to a hot dog stand, and Kara begins to question whether or not hot dogs were actually made out of dogs to which Clark says no.

"Then what ARE they made of?" asks Kara.

"You don't want to know," Clark replies.

"No, Clark. I want to know everything. Like…why didn't "you know who" want to come along. What's his problem with me?" Kara begins to ask.

"Kara, I think he only wants you to take things a little more slowly. Adapting to a new culture, ANY culture, can be difficult," the Man of Steel tries to explain.

Clark is aware that Bruce Wayne is nearby. Just hiding in the shadows like he always does.

"Why do you wear eyeglasses if you can see better than anyone on the planet?" Kara asks.

"When those of us who are heroes want to have lives without the cape, it's important to keep our identities a secret," Clark answers.

"And that's why Batman doesn't take off his lead-lined cowl?" asks Kara.

"You noticed the lead hmm? I didn't know your X ray vision had kicked in." says Clark

"You didn't ask," replied his cousin. "Still nobody recognizes you just because you wear glasses?"

At that question, Clark had no answer to that. Clark and Kara are now taking a stroll in the park.

"It's so beautiful here. So different from that other city where Batman lives," Kara stated.

"And very different from what you remember on Krypton isn't it?" Clark asks.

Kara nodded, "I wonder if the city where Peter lives is just as beautiful."

"Well, it's not as clean as it is here, but it's also not as bad as where Batman lives," Clark explains to his cousin.

"I'm kinda bummed that Peter couldn't make it either, but I understand he has other priorities," says Kara. "Still I would love to know what he thinks of everything we've just seen."

Clark gives out a smirk, "So your first couple of days on a new planet, and already you're experiencing your first crush."

Kara blushes at that statement, "I-I don't know what you're talking about."

Clark chuckles, "Kara, ever since you two met, you've been talking nonstop about him."

Kara looks away in embarrassment, "Well, he is cute, and I think he's really sweet and fun to be around, but I don't think we would ever be anything beyond friends."

"The look on the kid's face when he first laid eyes on you," Clark began to say as he looks into the far off distance. "That was the same look my wife told me I had when I first met her. Whatever feelings you may have for him, I can guarantee that the feeling is mutual. Peter's a good kid. A bit unfocused at times, but his heart's in the right place."

Kara doesn't say anything. She just lowers her head and starts to think about everything her cousin just said.

Suddenly, Clark picked up something with his super hearing, and saw a shadow move. He's wondering if Bruce saw it too. Out of nowhere, a beam of light appears and strikes Clark square in his jaw.

"KAL," Kara cries out.

Suddenly some glowing yellow rope had latched onto Kara's leg. She tries to escape by flying only to be dragged back down into ground. Clark, now in his Superman attire flies toward his cousin in an attempt to free her only to be hit by more beams of light. Soon, he immediately recognizes where those beams were coming from. Superman is now faced with multiple women with long blond hair, and red and blue battle armor.

"Harbinger?" Superman asks in utter shock.

Harbinger was considered an ally amongst many heroes. Has she gone rogue? If so, then Superman is in real trouble, as she was a former apprentice to the Monitor and can predict the future as well as record anything that happened in the past, therefore she is very powerful. Batman is sitting in the trees hiding in the shadows when all of a sudden an archer shot an arrow at him at a far distance. Batman threw his Batarang which breaks through the arrow and breaks the archer's bow.

"We suspected you would try and stop us," says Harbinger as her body doubles surround Superman. "But the girl's destiny must be protected at all costs."

"I don't care what you think is going to happen," Superman says angrily. "NO ONE IS TAKING THE GIRL FROM ME."

He spins around like a tornado knocking away Harbinger and her doubles. Batman jumps down from the tree he was perched in and engages the archer who shot the arrow at him. The archer was revealed to the Amazon warrior Artemis. Batman attacks her with some hand to hand combat, however, due to Artemis' superior Amazonian strength, he was easily subdued. Batman then pulls out a small device from his utility belt which contains a dart that would sedate the Amazon. He fires it at her neck. Meanwhile Kara is still being dragged by the golden rope attached to her leg. She fires off her heat vision to try and take out the person who is using the rope only to have her attack blocked by a familiar set of bracelets.

"You have to understand. This is for you own good," the bearer of the golden rope finally says as she grabs the Kryptonian teen.

Superman sees who has Kara and his eyes widened in recognition. "What are YOU doing here?" he asks.

"I'm taking the girl, and you will not stop me," says the figure now revealed to be Wonder Woman.

 **Themyscira**

Apparently, this was all one big set up by Batman and Wonder Woman to get Kara off Clark's hands since, as stubborn as he is, would have refused to hand her over. Bruce and Diana agreed that Kara was not ready to be let loose in the outside world and she needs more time in harnessing her newfound powers. Diana thought it was a good idea to send her to Themyscira so she could train with her Amazon warriors much to the dismay of the Man of Steel. Kara's been on the island for days now and during her time she made some new friends. Peter had learned about what happened, and while he thought lying to Clark was, "Not cool", he understood the situation perfectly. Kara's still green, and she still has a lot to learn. One of the reasons why the web head decided to join the Justice League was because he wanted to train to become a better hero, and what better people to train him than the pros. During his first years as Spider Man, Peter thought he could handle situations just fine on his own. It wasn't until a few months ago that he realized just how wrong he was. When Peter asked Diana if he could see Kara, she agreed. She flew Peter to the island on her invisible jet, and when they arrived Superman and Batman where there.

"So, I take it we all came to see how our Girl of Steel is doing huh?" he asks.

Superman nods, "I just want to make sure she is safe,"

"I know it sucks that they lied to you dude, but she just isn't ready. She still could barely remember anything about Krypton. Besides, this is no different from me having to train with the League," Spider Man reasons.

Superman sighs and nods his head in understanding.

The four heroes arrive at the training area where Kara, dressed in a red and gold armored tank top, skirt and sandal combo complete with a red and gold tiara, was training with Artemis. She sees Spider Man and almost didn't recognize him with his costume until she saw the spider emblem on the chest. The blond teen's face lit up and she ran towards Peter wrapping him in a bear hug.

"HEY, WATCH IT. MY SPINE." Spider Man quickly yells out.

"Oops…..sorry," Kara says sheepishly. "I guess I still don't know my own strength."

"Leave pest, can't you see we're training?" Artemis says to the wall crawling teen.

"It's good to see you again too Artemis. Still as grouchy as ever I see? You know, there's a solution to that problem. It's called getting laid," Spider Man greeted.

"Insolent child," the Amazon warrior growls.

Kara giggles at the exchange between the two.

"Love the She-Ra cosplay by the way," Spider Man says looking back over to Kara.

"I don't know who that is, but I'm willing to guess that was a compliment," Kara chuckles.

"Kara," Harbinger calls out to her while approaching her.

"Lyla, hey," Kara calls back. "Spider Man, this is….."

"Sup Lyla," the web head says to Harbinger cutting Kara off.

"It's been a while Peter Parker," the cosmic powered woman says shaking Spider Man's hand while smiling.

"Oh, you two already know each other? Wait let me guess, typical super hero team up," Kara says with a smirk.

"You guessed right," Spider Man chuckles.

"If you're done with this little reunion, we need to continue training," Artemis says through gritted teeth.

"How about we have a sparring match? I want to show everyone what I've learned so far." Kara requested.

"Hmph, very well," says Artemis.

Everyone has gathered in the training grounds watching the Kryptonian teen and her Amazon teacher spar. Both of them are using swords in this match. Kara was doing a good job blocking Artemis' sword strikes as well as trying to get some good shots of her own in.

"KICK HER BUTT KARA," Harbinger yells out.

"COME ON SUPERGIRL, YOU GOT THIS," yells out Spider Man using the new nickname he gave her.

Everything seems to be going well until Artemis gained the upper hand by ducking under and sweeping Kara's leg. Kara falls flat on her back on the ground. Artemis raises her sword about to deal the finishing blow until Superman steps in and grabs her by the neck.

"Don't. Touch. Her," the Man of Steel growls.

"Kal, stop it," Kara demanded.

Suddenly Wonder Woman's lasso wraps around Superman's neck.

"Have you lost your mind? Artemis' sword would've shattered on impact," says the Amazon."You have a problem with someone on this island, you come to me."

"That's fine Diana, since the person I'm having the problem with is you," Superman retorts.

"Then don't take it out on Artemis or anyone else here for that matter," Wonder Woman says back.

Spider Man walks over to Kara and offers her his hand, "Here let me help you up."

"Thanks Peter," Kara says with a warm smile and grabs his hand letting him pull her up.

 _"That smile…it reminds me so much of…..No…..don't think about her Parker. It's been months. Just accept that she's gone,"_ Peter thought.

"I didn't realize Superman had such a hair-triggered temper," says Harbinger.

"He's….just a little overprotective of me Lyla," Kara says to the former Monitor herald.

"Understatement of the freaking century," Spider Man says to the blond teen as he watches his fellow heroes argue with one another.

"You asked me out here and told me to keep an open mind. I have. Kara's coming home with me now," Superman demanded.

"Where? Back to the fortress where the only contact she can have is with your dog?" asks Wonder Woman. "Or where you planning on having her move into your apartment? Because if we're to believe her story, home is the long dead planet Krypton and I'm not sure how you're going to get there."

"She was sent to earth specifically to me," the Man of Tomorrow says back. "You've got her out here, training her for battle, when she's got enough power to take on the entire island."

Spider Man sighs and shakes his head at Superman's statement. Even he knows the obvious flaw to that logic.

"Having power and knowing how to use it aren't the same thing. You know that better than anyone." Wonder woman says back. "Why don't you step back and look at the big picture…."

"Hey can I say something?" Kara asks putting the argument to a screeching halt. "Not that I mind you two talking about me like I'm not here…..well actually I do….Shouldn't I have something to say about where I'm going to live?"

Superman doesn't say anything and just lowers his head.

"Kal, I wasn't sent to this planet as a baby. You were. If things had worked out the way my father intended, I think it was me who was supposed to be looking after you," the blond told her cousin.

"But Kara, that's not how it turned out," Superman begins to say. "We have to deal with the here and now. You're still a teenager and I've spent all this time growing up here. You're my cousin. The only survivor from Krypton. Who else is better suited to look after you? Decide what's best for you?"

"What about me?" Kara asks.

Spider Man continues to observe the entire debate. He understands where Superman is coming from. This girl is the only piece of his alien lineage he has left. It would be devastating for him if something were to happen to her. It would be like if he lost Aunt May. On the other hand, he agrees with Wonder Woman. While Kara is very powerful, maybe even more powerful than her cousin, such raw power can't go untested. The results could be catastrophic and people would most likely get hurt. He learned the hard way that learning stuff as you go just isn't the way. On numerous occasions his inexperience got him in a lot of trouble, and sometimes, it led to some horrible ramifications. Then there's Kara's situation. She doesn't want her cousin to keep holding her hand all the time, and she doesn't want to hear anyone tell her what's best for her. What teenager would? She wants to be able to make her own decision and choose her own path in life.

"Kara, why don't you go off with your friends until dinner? Peter, you can go with her," Wonder Woman says to the two teens.

"Getting rid of us so the adults can talk?" Spider Man asks with a smirk underneath his mask.

"Something like that," the Amazon says with a warm smile.

Spider Man, Kara, and Harbinger all leave so the three heroes can continue their argument.

"What do you think they're talking about?" asks Harbinger as she, Spider Man and Kara find someplace quiet.

"What else? Deciding what my future should be." Kara replies

"Is there really a question?" Harbinger says back. "You come from Krypton, you have powers that some would say are "super", you're a girl….."

"Do we have to get into this now?" asks the blond Kryptonian.

"No, of course not," says the cosmic powered woman.

"Well, if you ask me. This is pretty much the first step at being a regular teenager. Having your parents argue about your future," Spider Man comments.

Kara and Harbinger lightly laugh at the wall crawler's quip.

Harbinger now begins to speak, "Kara when I first came here. I was lost. Being able to see…..the pasts…..futures…and not knowing what to do about my life. A Harbinger for everyone but myself. Diana took me in without hesitation. If you need someone to turn to, you can trust her."

"For what it's worth Lyla, you and the others have made me welcome here. To come all the way across the galaxy and fine someone like you…..I think we're going to be friends for a long time," Kara says with a smile.

The blonde haired teen and the cosmic powered woman exchange hugs.

"Thank you Kara," says Harbinger. "You have no idea how much that means to me."

Kara now turns to Spider Man, "Peter, I'm really glad that I met you too. You were the first person I met on this planet that truly understood me, and what I have to go through."

Spider Man begins to rub the back of his neck in nervousness, "Well, I'm really glad to have met you too Kara. Believe me when I say that I totally understand what you're going through right now. You want to make your own life decisions and not have big brother, or little brother in your case, breathing down your neck 24/7. But keep in mind that asking for help isn't all that bad. In fact it's beneficial if you don't want to make any mistakes…trust me, I know. If you ever need anything, you can come to me as well. I'll be happy to help you out with your problems."

Kara begins to smile that smile that made Spider Man's heart skip a beat every time.

Harbinger notices the two staring at each other for a very long time and she clears her throat to gain their attention. The two teens realized what they were doing and looked away with blushes on their faces. The wall crawler's blush was thankfully hidden thanks to his mask.

"Well, I'm gonna go see if the grown-ups have stopped arguing. See you around Supergirl." Spider man waves at Kara and walks back to where Batman Superman and Wonder Woman were.

"You like him, don't you?" Harbinger begins to ask.

Kara doesn't say anything and begins to blush hard.

The cosmic powered woman laughed, "You don't even have to say anything. You know I can see the future, and I can see a future where the two of you are very happy. Peter Parker has lost someone he held so precious to him, and because of that, a huge void was left in his heart. That is, until you came along Kara. You were able to fill the void that Peter had in his heart for a few months now. While he may never admit it, but Spider Man has grown quite attached to you."

Kara sighs, "That's what Kal told me. I've never felt this way towards someone in my life. I want to tell him how I feel but….I get so nervous when I try."

"Well, do it when you think the time is right. Just don't wait too long okay? Spend some time with him. Get to know him a lot more." Harbinger advises.

Kara nods in understanding, "Let's get changed. I feel like a swim."

"I'll be right there," Harbinger says as Kara leaves.

Suddenly Harbinger's chest begins to glow. Her universe orb appears in front of her showing her something from the future. "What do you have to show me orb?" she asks quietly, and inside the orb was an image of Superman holding what appears to be the corpse of a female with blond hair wrapped around his cape.

Spider Man meets back up with the other three heroes in time to hear a question Superman asks, "Her presence will bring death and destruction? For who Diana?"

"Harbinger's visions of the future, while not accurate, are not yet specific. I've had the army at the ready, except for the novices like Kara," Wonder Woman answers.

"Wait what?" Spider Man speaks up. "You're saying Kara being here is attracting some unwanted attention? What kind?"

Suddenly a Boom Tube opens up and jumping out of it is a hulk-like grey monster with bony protrusions all over its body.

"Isn't that…?" Spider Man was about to ask.

"Doomsday," Superman answers the wall crawler's question.

Spider Man's eyes widened in fear, "You have got to be kidding me."

 _ **How's that for a cliffhanger. What future was Harbinger's orb predicting? You'll have to find out in the next chapter. Also, if you haven't already guessed, the big event that happened five months ago that put Peter in a state of depression was, of course, The Death of Gwen Stacy. The way it all played out is exactly how it was in the comic, therefore Norman Osborn is dead...for now...although Harry is still alive. Be sure to leave a review and tell me what you think of the story. I also appreciate the feedback that I'm getting. It's helping me improve on how I approach my stories.**_


	3. Chapter 3

_**Well, here's chapter 3. Only two more chapters remain. By the way, someone had asked me if I'm going to bring in any more Spidey related villains into the story. The answer is yes, however, they won't appear in this story specifically. I do plan on writing a sequel to this that would more or less be a pseudo-continuation of the Spectacular Spider Man cartoon just with Supergirl added to the mix.**_

 _ **Spider Man Supergirl, and all related characters are owned by Marvel and DC comics.**_

Chapter 3

 **Themyscira**

When people ask him how he spent his summer vacation, it's going to be one hell of a tale. It was only a couple of weeks ago that Peter was just going through his daily grind, being Spider Man by saving lives and stopping lunatics with weird gimmicks, all while being with his aunt to celebrate the birthday of his late uncle. Then, all of a sudden, one of Earth's greatest heroes and closest friends approached him and actually asked for his help. Peter didn't know what kind of help it was but he agreed to it anyway because, hey, he owes him one. This of course leads to him meeting a beautiful girl from a dead planet who happens to be the cousin of his closest friend. The more he talked to her and got to know her the more he was drawn to her. Fast forward to now, and he finds out that this girl he met has garnered the attention of some evil force, and it will lead to nothing but bloodshed. But before Peter could get the answer as to who exactly this evil force is, here he is with three other costumed heroes, standing face to face with a monster. Not just any monster, but the very monster who once killed his closest friend. Even though Spider Man has never fought Doomsday before, he's heard about him. Then again, who hasn't? When the abomination first appeared on the scene, not only did he take out the entire Justice League with one hand LITERALLY tied behind his back (Although Peter didn't see it as much of an accomplishment considering the team at the time consisted of a group of total Z-listers...and Guy Gardner) but he and Superman had one huge cross country smack-down that was all over the news. He remembered watching it on TV with his Aunt May and Uncle Ben. He got phone calls from Gwen, Harry and Eddie telling him to turn the TV on and tune in to any news station. As he was watching the fight, he couldn't believe what he was seeing. Here was this beast who came from God know where, giving one of the most powerful beings on the planet a run for his money. When the fight reached Metropolis he started to get chills. There was widespread destruction everywhere, buildings falling over, explosions all over place, glass from windows shattering…and then there was silence. A news camera from a helicopter ended up getting a shot of what appears to be a woman cradling Superman in her arms (Peter had later guessed that woman had to have been Daily Planet reporter Lois Lane since she's now Clark's wife) and she looks to be sobbing. It was later confirmed by reports that Superman was dead, and that made Peter's blood run cold. The brown haired teen had leaned back at the couch staring at the TV awestruck. He looked over to his aunt and she was in tears (He could only imagine what the Kents must be feeling at that moment). Ben just looked at the TV in utter shock. News about Superman's death spread throughout Midtown High. Flash Thompson, who was a fan of Superman (and now also a fan of Spider Man), was so devastated about what happened that he hadn't bullied Peter for weeks. Gwen told Peter that her father gave a rousing speech to the men and women at the NYPD honoring the Man of Steel. When Peter first became Spider Man, he knew what kind of danger he would be getting himself into. What happened to Superman could easily happen to him. That is why he vowed never to tell his aunt about his double life. He didn't want her to constantly worry about something like that happening to him every time he left the house...He may not even come back with a sleek black costume and a stupid mullet like Clark did.

Spider Man stares at Doomsday, trying REALLY hard not to pee in his tights, "Anybody got any ideas? I'm open for suggestions," Spider Man begins to say to the other three heroes.

"Protect Kara," Superman begins to say. "I'll handle this."

"Wait," Batman now says. "The tube…it isn't closing."

Suddenly, multiple Doomsdays begin to jump out of the Boom Tube that the first one jumped out of.

"OH, COME ON. NOW IT'S JUST OVERKILL," the web head exclaims.

"Darkseid replicated the monster," the Man of Steel concluded.

"THEN WE DRAW A LINE IN THE SAND AND HOLD THEM HERE," Wonder Woman shouts.

"TO ARMS. TO ARMS," cry out the Amazons as they come to their sister's aid.

Spider Man feels a tap on his shoulder. He turns around it and sees Artemis with two battle axes in each hand.

"You are strong young spider, I'll give you that, but not against a beast like that. I suggest you take this," the Amazon warrior says to the wall crawler as she hands him one of the axes.

Spider Man looks at the weapon being offered to him. "Ah, what the hell? Usually it's against my nature to use weapons, but in a case like this, I'm willing to make an exception," the web head says as he takes the ax from Artemis' hands. "Let's hope my weapon wielding training with Barda paid off."

"AMAZONS ATTACK," Wonder Woman orders out.

The four heroes and the Amazons engage the Doomsday clones. Batman and Spider Man take out a couple clones with their axes. Wonder Woman skewers one of them with a spear only to find…"There's…no blood." Superman was too distracted during the whole fight. He's too busy worrying about Kara's safety. One of the Doomsday clones take advantage of this and punches Superman in the distance. Wonder Woman sees the Man of Steel hurled into the air.

"I'll go…" she begins to say.

"No. You're needed here on the battlefield," Batman immediately says. "Something is wrong. Doomsday had evolved into a sentient being. Thinking, talking."

The Dark Knight throw several batarangs at the clones and they latched on to one of them.

"Um…..batarangs?" Wonder Woman asks.

"They are not alive," Batman replies.

Suddenly there was a beeping sound followed by a huge explosion taking out the small group of Doomsdays. Batman appears to be giving a satisfied smirk but people could easily miss it.

As he was fighting Spider Man heard what Batman said. The wall crawler had learned about Darkseid while he was doing some digging in Batman's Bat-computer (before Tim and Stephanie showed him that he could play Galaga on it of course). He learned that Darkseid had a scientist named Dr. Bedlam who likes to make artificial beings called animates, which are like clones but there are nowhere near as good as the genuine article. _"I guess Doomsday's DNA was too difficult to replicate,"_ Spider Man thought. _"That explains why I'm able to take them down so easily. But why would Darkseid stage an attack like this knowing that his army is just a bunch of cheap rip offs? Unless…"_

"It's a diversion," Spider Man says out loud with his eyes widened underneath his mask. He drops his ax and leaves the battlefield.

Batman sees Spider Man leave and it's clear that the Dark Knight had also come to the same conclusion. He follows him.

Artemis sees her Amazon sisters having a tough time with one of the clones and she was about to rush in to help, only to be caught by surprise by another clone right behind her. The beast was about to pound her into the ground when, suddenly, Superman shows up and saves her by giving the clone a massive uppercut, taking it out.

"Artemis….about before…" The Man of Steel begins to apologize.

"You have nothing to apologize for. You were protecting your own," Artemis responds.

"Whatever these things are, they've got to be stopped," Wonder Woman calls out.

Superman begins to walk forward, "Diana. Pull your army back." He flies into the air and waits until all the Amazons are clear from his vision. "This ends NOW," Superman says angrily and he fires off his heat vision. The blast was so big that it incinerates all of the Doomsday clones in the vicinity. Once all the Doomsdays were destroyed, the Man of Steel slowly descends back on the ground and falls to his knees in exhaustion. Wonder Woman walks up to him to check if he was okay. "I don't think I could do that twice," Superman says. "Where is Batman and Spider Man?"

The two heroes fly off to search for their missing friends. They find them in a small beach area looking down at something…or someone. Spider Man is on his knees looking rather distraught.

"I couldn't be sure," Batman begins to say. "But when the Boom Tube opened in front of us, there was a second tube that opened here. Simultaneously. From the look of things, there were four, maybe six of them. She didn't go down without of fight. Darkseid's raiders were ruthlessly efficient. Their orders must've been to get in and get out while the Doomsdays kept us preoccupied."

Superman kneels down to take a good look at the corpse, "I'm…so sorry." He picks the corpse up for Wonder Woman to see.

"Lyla," she says is utter sorrow.

A guilt-ridden Spider Man was still on his knees looking down on the ground. _"I've should've seen this coming,"_ he thought. _"I should've stayed with them. If I hadn't left, I could've helped them fight off…whoever it was that took Kara. First Uncle Ben, then Captain Stacy…then Gwen…now Kara and Lyla."_

"I don't know how she activated her orb," Superman begins to speak up referring to Harbinger. "But if we can get it to show us where they took Kara, then I'll personally see to it that Harbinger's death was not in vain."

The universe orb begins to activate and Spider Man was the first to see it, "Uh, guys?"

The other three heroes look at the orb and it reveals an image a Kara being approached by a tall shadowy figure with red glowing eyes. Batman, Superman, Wonder Woman and Spider Man all recognized the figure right away…Darkseid. Spider Man stands up. His hands balled into a tight fist as he looks at the orb in shear anger.

"Peter?" Superman asks the silent wall crawler.

Spider Man looks over his shoulder in Superman's direction. "…We HAVE to get her back," he says in a dark tone.

The Man of Steel nods in agreement, "Took the words right out of my mouth kid."

 **Connecticut**

Now that they know Darkseid is involved, they need to find a way to get to Apokolips and save Kara. Peter is worried about her sure, but he knows Darkseid isn't going to kill her, otherwise her corpse would have been right next to Harbinger's. The wall crawler read about the Females Furies, Darkseid's elite military attack dogs led by Granny Goodness.

 _"Seriously, "Granny Goodness"? What's she gonna do? Offer me milk and cookies before we battle?"_ Peter thought.

The Furies on the other hand are no laughing matter. They are as deadly as they are attractive. In fact the person who trained them is the person that Peter, Bruce, Clark and Diana are going to see right now because she has a Mother Box that can open up a Boom Tube that can take them where they need to go. If Peter had to guess, Darkseid probably wants Kara to be a member of his vicious Spice Girls. Seems like the most logical choice. Having a girl who can literally break the world in half would make a fine addition. Spider Man, Superman and Wonder Woman stop at the front door of a small house in a suburban neighborhood and Spider Man presses the button on the doorbell. The door opens and a blue eyed woman who looks to be about seven feet tall, wearing a towel over her body and has another towel wrapped around her head appears before them.

"Oh. When you said you guys were coming right over, you really meant right now," says the woman. "You didn't leave, like, a Batmobile or an Invisible Plane in the driveway right?" The woman looks down at Spider Man who is looking over at the side, trying not to stare at her. "Funny, if I knew this would get you to shut up I could've done something like this a long time ago when I was training you," the woman says to Spider Man with a smirk and her arms crossed.

"First of all Barda, ha ha, very funny. Second of all, you know I'm still a minor right? So flirting with me wouldn't be a great idea, and third, aren't you supposed to be married? What would Scott think?" Spider Man begins to say.

"Hmmm, you're right. I don't think Scott would appreciate it. As for age differences, where I come from, age is nothing but a number," Barda replies.

"Considering where you come from, I can believe it," says Spider Man as he, Superman and Wonder Woman walk inside the house.

Barda used to be a member of the Justice League long before Peter had. She left the team shortly before he joined. However she still stuck around here and there to train the wall crawler in the ways of combat. The two of them have a rather friendly student/teacher relationship. They banter, bicker, talk about the latest episode of Game of Thrones. They put each other in high regard whenever one was asked about the other. Barda used to be the leader of Darkseid's Female Furies. She had a change of heart when she met Darkseid's adopted son Scott Free aka Mister Miracle. She fell in love with Scott and the two of them escaped Apokolips in order to live a normal life. Hence why she is living in the suburbs. As they walk into the living room they see Batman there.

"Batman? But…how…where…? WHEN did you get here? Why do I even ask?" says Barda.

"I remember my first experience with Batman's parlor tricks," says Spider Man. "There I was home from school, I walk up to my room and…BOOM…there he was sitting on my bed. I've never been so creeped out in my life."

"Usually a boy your age would be ecstatic to see Batman in person," the former fury says.

"Well, yeah, but NOT IN MY OWN BEDROOM," Spider Man says back.

Barda chuckles at the wall crawler's comment. She turns to Superman and Wonder Woman, "Look, I'm sorry I couldn't reach Scott. He's on tour doing his escape artist thing."

"We appreciate the help," says Wonder Woman.

"No biggie. Any enemy of Darkseid's is a friend of mine," Barda says back. "Just give me a second and we can go."

"WE can go?" Superman begins to question.

"My Mother Box. My Boom Tube," Barda answers him. "You left me behind the LAST time you went after Darkseid. Not THIS time. From what you've told me, I'm willing to bet that it was the Female Furies who killed Harbinger and made off with your cousin. THAT makes it personal for me too."

"Kal, can I have a word with you?" Wonder Woman asks deciding to step in.

Barda sees Batman messing around with Mister Miracle's equipment, "Hey. Batman. What do you think you're doing? That's Scott's secret…"

"I need to borrow some of this," Batman answers cutting the former Fury off.

"Fine. Just…try not to break anything. I knew there was a reason I left the Justice League and moved to Connecticut…" Barda says as she goes to her room to change.

After she leaves the room Wonder Woman starts to speak to Superman, "Barda is doing us a favor."

"Given that I hold you partially responsible for this situation…" Superman begins to say.

"What?" the Amazon exclaims.

"If Kara hadn't been on Paradise Island and was left under my watch…" Superman continues.

Wonder Woman cuts him off, "First of all, she was happy. Secondly, I lost warriors defending that girl. Harbinger gave her life."

"We wouldn't even be having this conversation if we were saving Donna Troy…or Jason Todd…" says Superman.

"Okay, that's enough." Spider Man finally cuts in. The web head walks up to the Man of Steel, "And before you begin to add Gwen Stacy to that list, let me tell you this. You're right, if it was either of those guys we were saving we would be gung-ho about knocking on Darkseid's door. But here's the difference between them and Kara: SHE'S still alive. If Darkseid wanted to kill her, he would've done it already. I can't speak for Batman and Wonder Woman, but I want to save Kara as much as you do, but we can't do that if you keep shutting us out like this. When I lost Gwen, you were one of the first people to come to me and tell me to have faith and never give up. Now I'm giving you the exact same advice. Have faith in us. We're all doing this for both you and Kara. She may be your cousin but she's also my friend."

Superman takes in the wall crawler's words and lowers his head.

Barda suddenly appears in her battle armor ready to fight, "Okay, let's take Darkseid down." She sees the four heroes just standing there with their heads hung low, "Go team?"

 **Apokolips**

A Boom Tube opens up and Spider Man, Superman, Batman, Wonder Woman and Barda all step out of it.

"Smells like death," Wonder Woman remarks.

"There's no place like home," Barda says back.

"Batman, Wonder Woman, Spider Man, Barda," Superman begins to say. "We all know our jobs. But just to be clear, Kara comes with me."

"And so WE'RE clear," Batman begins to respond. "Everyone goes home. Be prepared." Batman flies off using an astro-harness, while Spider Man and Superman take off via flight and web line to look for Kara, leaving Barda and Wonder Woman to take look for the Furies.

Spider Man and Superman make it to Darkseid's palace only run into a group of Parademons. The Parademons charge at the two heroes. Spider Man vaults over one of them, he shoots out a web line that latches onto the Parademon that was in mid-flight, and as soon as he lands on the ground he yanks on the web line, swinging it over his head and slams the Parademon on the ground. The web head proceeds to take out three more Parademons by web swinging over to them and kicking one of them. He sees the Parademon fall off the narrow bridge they were on and he shoots out a web line saving it from falling to its death leaving it hanging over the bridge. He's then cornered by the remaining two Parademons. He then jumps over the one that was firing its gun at him which hits the other Parademon, and while he was in the air, he grabs the last Parademon by the shoulders, flipping him over his head and slamming him onto the palace door. Superman takes out another group of Parademons by barreling through them.

"Sorry, to drop in unannounced, but we really need to see your boss. We've come to file a complaint," Spider Man quips.

Spider Man's spider sense starts to tingle and he looks up at the sky at a platoon of mechanical drones heading towards them like missiles. Spider Man jumps off the bridge, shoots out a web line and swings underneath the bridge to avoid being blown to bits. He knows Superman will be fine because…well…he's Superman. Spider Man climbs back up on the bridge and he sees the Man of Steel emerging from the large cloud of smoke caused by the explosion.

"You know, I get the strangest feeling that Darkseid REALLY wants us out of the picture," Spider Man says.

"Well, he's going to have to try really hard," Superman says back.

The two heroes make it to the front door. As Spider Man moves forward he stopped once Superman puts his hand on his shoulder.

"Peter, before we go in there, I would like to apologize," the Man of Steel begins to say.

"Apologize for what?" asks the web head.

"You were right, I shouldn't shut you guys out. You, Bruce, Diana and Barda are all risking your necks right now for me and Kara, and I can't thank you all enough for that. It was wrong for me to bring up Jason and Donna. I hope you can forgive me," Superman says.

"Hey man, I understand. Kara's family to you. Maybe the only real family you have left. If something were to happen to Aunt May, I would probably be the exact same way. Just know that you're not in this alone," Spider Man says.

Superman nods his head in understanding then smiles, "You've become quite the hero in the last two years. Your Uncle Ben would be proud."

Spider Man smiles back underneath his mask at Superman's words, "Thanks Clark, that means a lot coming from you. Let's say we give ol' stone face in there a knock. Care to do the honors?"

"With pleasure," Superman replies and proceeds to burst through the large doors in front of them. "DARKSEID," Superman shouts. "KARA LEAVES WITH US."

"Kara?" asks Darkseid as he's sitting on his throne. "She's free to leave. IF that is what she desires."

"Kara?" Spider Man asks as he and Superman sees Kara in what looks to be a black bikini top with pieces of cloth flowing down her back and arms. She's wearing tight red and black pans and red and black high heel boots. Her blond hair is tied up in a ponytail.

"Alright Jabba, we're taking Leia home. You better not try and stop us," Spider Man says.

"I won't stop you," Darkseid responds.

Superman takes Kara's hand proceeds to leave the throne room, "Darkseid after Kara is home you and I have…" He notices Kara's grip on his hand tighten.

Meanwhile Spider man's spider sense starts going nuts.

"Kal," Kara finally says. "You didn't listen to what Darkseid said to you." Kara then punches her cousin in the face. "You never listen anyone other than your own voice," Kara says in an angry tone.

"KARA, WHAT THE HELL?" Spider Man exclaims.

"Kara, he's corrupted you somehow," Superman says still disoriented from his cousin's attack.

"He said I was free to go, IF I wanted to," Kara says as she kicks Superman in the stomach.

"I can't…won't fight you," Superman says in a weak voice.

"YOU SHOULD HAVE LISTENED TO ME," Kara shouts as she punches her cousin into the ground.

"Kara, what are you doing? Have you lost your mind?" Spider Man calls out as he tries to stop the blonde from doing more harm to the Man of Steel. Kara gives the wall crawler a hard shove with one hand, making him skid across the ground.

"Good. Now…KILL THEM," Darkseid orders.

 _ **It has all come down to this. The final showdown. Spider Man and Superman v. Supergirl. Will Kara come to her senses? Find out in the penultimate chapter.**_

 _ **I appreciate the support that this fic is getting. I love all of your feedback and comments. I know I probably pissed that one guy off for killing Harbinger and I apologize, but stick around for the epilogue when I get to it because I make it up to Kara by giving her some new friends courtesy of Peter. Be sure to leave more comments telling me what you think of the story so far, and be sure to check out "The World According to Peter Parker and Karen Starr". The latest chapter for that story is also up. Until next time...**_


	4. Chapter 4

**_Well, here it is, the much awaited penultimate chapter. Had some college work I needed to do so it came in a little later than usual. Hope it was worth the wait. Spider Man, Supergirl and all related characters are all owned by both Marvel and DC comics._**

Chapter 4

 **Apokolips**

"Kara…Snap out of it. It's me," Spider Man says as Kara is holding him by his neck.

"Do not hesitate. KILL THEM," Darkseid orders.

"As you wish, Lord Darkseid," Kara replies as she throws the wall crawler through a stone pillar and into a wall, leaving behind a small crack.

"Okay, that REALLY hurt," Spider Man says in a pained voice as he slowly rises up. "Even the Rhino never hit me this hard."

"It's a shame I have to kill you," Kara says to the wall crawler. "I would have loved it if you could join me here. Imagine what we could accomplish together, you and me. We could rule worlds. Me as the queen, and you as my king."

She rushes towards Spider Man and raises her fist. Spider Man barely dodges her attack by jumping out of the way and latching onto a wall.

"I'm flattered, but that's just not how I roll, and the Kara I know would never have such thoughts," the wall crawler retorts. "Darkseid has you brainwashed. You're better than this. FIGHT IT."

"We've only known each other for a couple of weeks," the rouge Kryptonian replies. "How would you know that what I'm thinking right now aren't my real thoughts? You're just like Kal. You don't care about what I want."

She leaps up into the air towards Spider Man. The wall crawler jumps from the wall he was sticking to only to have Kara grab him by the leg and slam him back into the ground, causing a small crater.

"You're right, we've only known each other for a short time," Spider Man begins to say as he struggles to get back up. His body sore from the beating he sustained. "But I know enough to understand that the Kara Zor-El I spoke to back in the Fortress of Solitude had good intentions. The raw power she possesses scared her. She never wanted it in the first place. But then I came in and told her that what she had was a gift, and that not using it, not even correctly, would be doing a huge disservice. She understood that she was given great power, and that with great power, there must also come great responsibility. I don't know who the hell you think you are, but I know for a damn fact that you are not the same girl I met all those weeks ago, and I want her back. NOW."

Kara rushes over to Spider Man in the blink of an eye, and grabs him by the neck again.

"Don't you get it? Darkseid opened my eyes. You're right though. I do have great power, but screw responsibility. I just want to have some fun."

Kara throws Spider Man out the window of Darkseid's temple. The wall crawler tried to shoot out a web line only to find out that he has run out of web fluid for each of his web shooters. He didn't have time to reach into his belt for extra cartridges as he was about to fall into a pit of fire. Before he was about to be burned to a crisp, he was suddenly swooped away from his fiery death. Superman, with the wall crawler in his arms lands softly on the ground and sets him down.

"Thanks for the save," Spider Man says to the Man of Steel.

"Don't mention it," Superman says back. "If this goes on any longer, Kara will kill us both. As much as it pains me to say this, we have to take her down."

"I was afraid you were going to say that," says Spider Man. "I really don't want to hurt her…then again, she's been doing a damn good job kicking my butt. This is worse than fighting Tombstone. Could've swore she broke something." He holds onto his right arm.

"I have a plan, but I need a distraction," the Man of Steel explains.

"I take it I'm the distraction," Spider Man groans.

"I just need you to stall her long enough for me to bring out my trump card. It won't take long I promise." Superman reassures.

"Sure, I'll try not to get ripped in half in the meantime," the web head says as he walks over to Kara who just dive-bombed into the ground a few feet in front of them.

"I'm sorry it has to be this way Peter," Kara begins to say. "To think there was a spark between us."

"Actually, you couldn't be more right," Spider Man says as he advances toward the Kryptonian.

Kara raises an eyebrow, "What do you mean?"

"I mean, you're right. With the powers we have, we're unstoppable. Think of all the worlds we could conquer, the enemies that we can destroy. You and I could make a great pair. Does Darkseid have room for one more in his "all girls club?""

Spider Man continues as he advances towards Kara until the two of them are in real close proximity to each other. The wall crawler proceeds to wrap an arm around the Kryptonians waist pulling her flushed against him. When her body pressed against his, Spider Man was pleasantly surprised. For someone who is indestructible, she's very soft.

Kara's eyes widened in surprise and she immediately starts to get all flustered, "I…I don't know. I…I guess I could ask him to at least spare you at the expense of serving him."

"That sounds like a great idea. I've always wanted to know what it's like to rule galaxies," Spider Man says as he pulls up his mask so that it exposes his mouth. While this was happening Superman opens a small compartment on his belt buckle and pulls out a Kryptonite ring.

"You have no idea how much I wanted this," Kara says in a husky voice as she closes her eyes, preparing for what's to come.

"That makes two of us," Spider Man says in a whisper. As their lips are just inches from touching each other Spider Man spoke up, "Oh, and by the way,"

"What is it?" Kara asks breathlessly with her eyes still closed fully prepared for the wall crawler to kiss her.

"I'm only doing this to distract you," Spider Man replies as he leaps out of the way.

Kara opens her eyes immediately and she sees her cousin with a Kryptonite ring on his finger. The radiation covering the Man of Steel's veins is seemingly hurting him. Before Kara could do anything, Superman delivers a massive uppercut to her jaw, knocking her into the air and having her land flat on her back. The blonde was now unconscious. Superman begins to put the Kryptonite ring back in his lead-lined belt compartment.

"How are you holding up?" the wall crawler asked.

"I'll be fine," the Man of Steel answers. He turns to Spider Man with a sly grin on his face, "And here I thought you had a terrible track record when it comes to women."

"Peter Parker does, Spider Man's a different story. I had my very own "Catwoman" once upon a time," Spider Man replies. "In case you're wondering, it was Hal that taught me that tactic. He says he always uses that trick whenever Carol is in "full-on Star Sapphire mode." Remind me to thank him next time I see him."

Superman give Spider Man a worried look, "Were there any more "attack strategies" he taught you?"

"Nope, so far that was the only one," the wall crawler replies.

"Oh thank God," Superman says under his breath.

Superman picks up Kara and the two heroes make it back to Darkseid's temple only to find the ruler of Apokolips talking to an injured Batman who is sitting against a wall.

"Take the girl. I will make no move against her," says Darkseid.

"Well that was easy," Spider Man comments.

"I heard the entire conversation from here," Superman begins to explain. "Batman activated the Hellspores in Darkseid's armory. If Darkseid refuses to hand over Kara, Batman will set them off destroying all of Apokolips and everyone on it. Personally it's not something I would ever do but…That's Batman for you."

"Wow, that's cold dude," Spider Man says to Batman.

"I will hold you on your promise Darkseid," Superman says to the Apokolips ruler.

"And the entire Amazon army will back him," Wonder Woman says as she and Barda enter the room.

Barda walks over to Batman, "The Mother Box will heal your wounds."

"No I can take care of myself," the Dark Knight says in a weak voice.

"Okay, it's your headache," says the former Fury.

"Hey coach, can I have some of that special ointment?" asks Spider Man.

"Sure, just as long as you hit the showers. You did good today," Barda says with a smile.

"Disarm the spores," Darkseid begins to say. "And leave Apokolips."

"Let's go home" Superman says to everyone.

 **Themyscira**

Kara opens her eyes, and she finds herself in a room lying in a bed. She sits up and is met with a familiar pair of warm hazel eyes.

"Morning sunshine," an unmasked Spider Man says to her smiling.

"Peter?" says Kara. "It-it was like one long nightmare…and all I remember was trying to get home."

"It's all right now, your with us," says Superman who was also in the room. "Between the Mother Box and Amazonian science, you've been given a clean bill of health."

The blonde Kryptonian reaches over to Peter and pulls him into a hug.

"I'm so sorry for what happened," she says in a whisper.

"It's okay, it wasn't your fault," the wall crawler says in a similar tone.

Superman gives a warm smile and motions Batman and Wonder Woman who were also in the room out the door to give the two teens some time alone.

Peter and Kara pull from their embrace and looked at each other. "So…how much do you remember?" Peter begins to ask.

"Everything," Kara sighs. She notices a small bruise on Peter's left cheek and his right arm is on a sling. "Oh Rao, I hurt you didn't I?" she begins to ask with guilt in her voice. She reaches over to touch his cheek but Peter softly grabs her hand with his good hand and sets it back down on the bed.

"Don't worry about it. I heal pretty fast. Give it a few days and this arm will be back to normal in no time. In the meantime, I'll just tell Aunt May that some skateboarder knocked me down...a skateboarder with the force of a freight train," Peter jokes.

Kara laughs lightly at the joke, "As always, you just happen to find a way to cheer me up."

"What can I say? I always try to look at the bright side of a serious situation." Peter chuckles.

Kara chuckles along with him and then her face begins to fall, "But it's true though. I do remember everything. I remember what Darkseid turned me into."

"He manipulated you," Peter points out. "Guy's got hypnotists and scientists whose only purpose is to try and break you and influence you. There's a little movie you should probably see called Star Wars. It goes into some detail about the whole "seducing you to the side of evil" thing. Not really a big fan of those movies myself but, you'd probably like them."

"Did he influence me? Or did he bring out a darkness that is already there?" Kara asks.

Peter puts his good hand over hers and give it a small squeeze. "Trust me when says this: We all have our monsters, but keeping them at bay is what makes us strong," he tells Kara.

The blond turns her hand over and grabs Peter's hand giving it a small squeeze as well.

"Thanks for saving me," she says with a luminous smile. She then leans over to Peter and gives him a quick peck on his bruised cheek.

The spider hero's face begins to turn beet red, "Uh…Yeah…You're welcome."

At that Kara giggles at her flustered friend thinking it's adorable.

A glowing image of Harbinger is displayed on an altar with a coffin sitting right in front of it. Kara is standing in front of the altar ready to say her final goodbyes to her fallen friend.

"Lyla," she begins to say. "I'm going to miss you more than you can even imagine. You were one of my first friends. You accepted me without any question. Maybe because as Harbinger you saw something in me that's worthwhile…Now all I have to do is find that thing. I'll try as hard as I can not to disappoint you."

Peter is seen in the far distance watching the whole scene. After she paid her respects, the Kryptonian walked towards the wall crawler. Peter reaches for her hand and softly grabs it.

"I'm gonna miss her too," he says.

The two teens approach Superman, Batman and Wonder Woman on the shores of Themyscira.

"Diana. I can't thank you enough," Kara says to the Amazon as the two exchange hugs.

"We'll talk some more about what YOU'D like to do with your life. Whenever you're ready," says Diana. "And remember, we'll always watch over you."

The blond walks over to Batman. "Alura," she says to the Dark Knight.

"What?" Batman asks.

"You asked me once if I could remember my mother's name. Little by little it's come back to me. Her name was Alura…If that still matters to you," Kara answers.

"It does," Batman says with smile.

Kara now turns to Peter. "Peter…thank you…for everything," she says with a bright radiating smile.

Peter gives out a bright smile of his own, "You should come by New York sometime. It's no Metropolis but it's got some cool attractions. I can show around Queens if you want."

"I would love that," Kara says as she pulls the web head in for another warm hug.

"Take care of yourself Supergirl," Peter says in a soft tone.

"You too Spider Man," Kara says back. She turns to Superman, "Kal. I'm ready now." The two Kryptonians begin to take off.

 **Forest Hills, Queens NY**

Peter is lounging on the couch watching some TV. It's been about a couple weeks since his little adventure on Apokolips. He's not even paying attention to what's going on onscreen. For the past week, there was only one thing that was on his mind.

 _"I had an opportunity to kiss her,"_ Peter thought. _"I had PLENTY of opportunities to kiss her…and I didn't take any one of them. Why do I get the feeling it's going to come back to bite me in my spider-butt? I'm just waiting for the ol' Parker luck to strike yet again."_

Peter hasn't heard from Kara ever since they last seen each other in Themyscira. He's curious about what her decision was going to be.

Suddenly, the tune of "itsy bitsy spider" starts to play. Peter picks up his smart phone and answers it.

"Hello?" Peter asks over the phone.

"Well, here you go. A way for us to keep in contact," says a familiar feminine voice.

"Kara?" Peter asks.

"Hey Peter, we haven't spoken to each other since…you know, and I was really starting to miss you. Kal must have noticed, and he bought me a smart phone. He gave me your number along with his," says the Kryptonian.

"I'll admit going an entire week without talking to one of my new best friends does get rather troublesome," the wall crawler chuckles eliciting a chuckle from Kara. "So, how have you been these past couple weeks?"

Kara sighs, "Well, Kal decided to take me to Smallville so he can introduce me to the people who raised him on this planet…Darkseid was there."

Peter's eyes widened in fear and started to panic, "Are you okay? Is Clark okay? What about the Kents? Ugh, I KNEW Emperor Palpatine on steroids wouldn't keep his promise."

"Hey, I actually know who that is. I saw that the Kents had all the Star Wars movies and they let me watch them…Although they only let me watch episodes four through seven for some reason…those were the best movies I've seen in my life," says Kara.

"Kara. Back on topic. What about Darkseid?" Peter asks.

"Oh, right. Sorry. I already had it taken care of," Kara says the last part in a nonchalant tone.

Peter raises his eyebrow, "What do you mean taken care of?"

"Meaning Kal and I sent his ass packing back to Apokolips," Kara says confidently.

"YOU FOUGHT DARKSEID?" Peter exclaims. It was a good thing Aunt May was out grocery shopping.

"Yeah, he really did a number on me and Kal, but when Kal was out of commission, I had to hold Darkseid off before he came back. Kal had to step in at the last minute but for the most part, I pretty much mopped the floor with him," the blond says with confidence still in her voice.

Peter leans back at the couch with a look of awe. This girl was able to go toe to toe with one of the most powerful beings in the universe.

 _"And people call ME amazing,"_ Peter thought. _"Yep, should've kissed her when I had the chance. Idiot."_

"Peter?" Kara asks over the phone. "Are you still there?"

Peter comes back to reality, "Uh, yeah. I'm still here. Just…wow…took on Darkseid all by yourself. I…I got nothing."

"Wow, first I fight Darkseid and live to tell about it, and now I ACTUALLY made the spectacular Spider Man SPEECHLESS?" Kara says in mock surprise. "I'm on a roll."

"Funny," Peter says with a smirk.

"Well, that's what happens when I hang around you for too long. I tend to pick up on some nasty habits," Kara says with a giggle.

Over the phone Kara's face starts getting serious, "Peter, the real reason I called you was because I wanted to tell you something,"

"Uh…okay. What is it?" Peter asks looking confused.

"I made my decision. I know what I want to do. Kal wants you to come the Themyscira along with all the other costume heroes," Kara explains.

"Yeah, sure. Just give me a minute to ask for a ride and I'll be there," the spider hero says.

"Sure thing," the blonde says with a smile.

 **Themyscira**

Every costumed hero under the sun have gathered around waiting for Superman's big announcement. Peter, in full Spider Man attire, is standing alongside his good friends, Robin, Tim Drake, and Batgirl, Stephanie Brown.

"So, wonder what this is all about that requires, well, everyone," says Robin.

"Superman seemed very happy when he called for us," says Batgirl. She looks over to Spider Man, "Hey Pete, do you know what's going on?"

"Maaaybe," Spider Man says as he looks in the opposite direction.

Robin and Batgirl look at each other then look back at the wall crawler. "Well, if you do know, how about telling us?" Robin asks. "We'll let you fool around with the bat-computer again."

"Tempting, but no deal," answers Spider Man. "I want this to be a surprise."

Superman finally shows up in front of all the costume heroes to give out his big announcement, "I know how busy you all are, but it seems like the only times we all can get together are for funerals. Today, I'm happy to say, is not going to be like that. Today you're going to meet my cousin, Kara Zor-El. Supergirl."

Spider Man's world begins to slow down once again as he was met with a beautiful sight. Out comes Kara wearing what appears to be a long-sleeved blue shirt what shows off her midriff, with a familiar "S" displayed proudly on her chest. She's wearing a short blue skirt, with red boots, complete with a long red cape with gold outlines and a golden "S" on it. Spider Man's wearing his mask, so no one can see the look on his face right now. He look like someone just told him he won a trip to Hawaii.

Batgirl waves her hand over Peter's face, "Yep, he's definitely on another planet."

Kara begins to speak, "It's funny, at first it just started out as a nickname given to me by a friend because of my powers, but as soon as I dawned the cape for the first time, the name just stuck. To be honest, I'm not sure I've earned the right to use that name. But I'm hoping, with all of your help, I'll grow into it. At first, I didn't think I ever wanted to do this. When I discovered my powers, I felt I didn't want anything to do with them."

She then looks over in Spider Man's direction.

"But then I met this really great guy. An AMAZING guy. He told me that what I have is a gift, and I should use it to the best of my ability. When I asked him why, he told me that if something bad were to happen, and I had the power to stop it, then it's on me because I chose not to act. I began to understand what he meant by that when I watched one of my best friends get murdered right in front of my eyes. When my cousin was being attacked shortly after, that was when I decided that this is my destiny. I've been given great power, and with great power comes great responsibility. The greatest guy I've ever met lives by those words. Now I will live by them too."

Robin nudged Spider Man. "Dude, when were you gonna tell us you had a new girlfriend," he whispered.

"We should totally double date," Batgirl now whispers.

"You know she can hear you guys right?" Spider Man asks with a blush on his face underneath his mask.

"Kara," Superman begins to say. "I'm sure you'll be able to live by those wise words and so much more. After all, each of us, in our own way, fights with the hope for a better tomorrow. What better role for you to aspire to than hero?"

With that, Kara begins to hover in the air.

"Thank you everyone," she says to everyone below her.

 _ **And thus, a heroine is born. However, the story doesn't end here. Like I said, there will be an epilogue that will wrap everything up.**_

 _ **Fun fact: In the original comic in which I adapted this story from, when Darkseid decided to surprise Clark and Kara in Smallville, DC had it where Kara fakes her own death, making Darkseid believe he killed her, and Superman flies Darkseid in the far reaches of space where he embedded him into the source wall. However, in the animated movie, they had it where Supergirl gets a moment to shine by laying the smackdown on Darkseid until she and Superman eventually sent him back to Apokolips by pushing him into the Boom Tube. I decided to go with the latter since it makes Supergirl look awesome. I apologize for making it all happen off-page but I kinda wanted this story to be mostly in Spidey's point of view.**_

 _ **Also, shout outs to aspiringactor for reading my freaking mind on how exactly I wanted to battle between Peter and Kara to play out. However, I'm not gonna have the two kiss just yet. I'm gonna save that for the epilogue.**_

 _ **Be sure to leave a review and tell me what you think of story so far. I've been appreciating all the feedback, positive or otherwise.**_

 ** _Here's a preview for next time: Kara learns what happened five months ago._**


	5. Epilogue

_**This is it folks, the final chapter of our story, and it's a big one. No seriously, this has got to be the longest chapter I ever wrote...Like ever. A lot of character interactions (which I love writing by the way), a lot of questions answered and appearances from some of Spidey's supporting cast (Those of you who miss watching The Spectacular Spider Man, prepare to feel nostalgic) and there's also going to be a small nod to the Supergirl TV show. For this chapter I decided to take some influence from Ultimate Spider Man Vol 1. Annual #1. This chapter is basically that issue, but replace Kitty Pryde with Kara. There's also going to be a reference to Superman/Batman Vol. 1 #19 which was later reprinted as Supergirl Vol. 5 #0.**_

 _ **Spider Man, Supergirl and all related characters are owned by both Marvel and DC comics.**_

Epilogue

 **Manhattan NY**

"So, Clark and Bruce are still trying to babysit you huh?" Peter asks over his mobile phone.

"Of course, apparently they still don't think I can handle things on my own," Kara says over the phone.

"Well, it's like you said, Clark can be VERY overprotective," the spider hero chuckles.

"Yeah, well, I wish he would lay off. Just for one day, that's all I'm asking," Kara says back.

He's swinging around in his Spider Man attire doing some late night patroling. That's the best thing about summer vacation. Being able to stay out as late as he wants and not having to worry about turning in early for school. Of course, Peter will have to enjoy this while it lasts because in about couple more weeks he's going to have to start school again. Senior year. The point in any teen's life where they come to the realization that they are no longer kids, and are now taking the first step into adulthood. Peter already had everything planned out with what he's going to do when he graduates. He was thinking about attending Empire State University and pursue a major in bioengineering just like his father. He feels he has a good chance of getting in since he's good friends with two science professors who work there: Dr. Curt Connors and his wife Martha. For about a year now, he was working for them as their lab assistant along with Gwen Stacy, and Eddie Brock. However, his double life as Spider Man almost cost him their trust. When Curt transformed into the Lizard, Peter was able to help him change back to his normal self, but since Curt and Martha had no idea that Peter Parker and Spider Man are one in the same they thought Peter ditched them and didn't contribute into helping them find a cure for Curt's condition. On top of that, they saw the front page of the Daily Bugle the next day with photos of the fight between Spider Man and the Lizard taken by Peter himself, making the married couple believe that not only did Peter ditch them, but he actually stuck around to take some pictures to make a quick buck. It took a while, but the Connors' were willing to give Peter another chance. Even after Eddie became Venom and Gwen's passing. Peter still helped out at the lab here and there, and his relationship with the Connors' was stronger than ever. All they have to do is get a good word out for him and he'll be in ESU in a heartbeat, but he's getting a little ahead of himself. He still has one more year of high school to get through. Peter just hopes his life as a superhero doesn't make him miss his graduation ceremony.

"So what are you gonna do now?" Peter asks his Kryptonian friend.

"I'm about to patrol Gotham for the rest of the night. I figured, if they're going to keep breathing down my neck like this, I might as well do my superheroing a little more close to home where they can see me…Although, I get the feeling that someone else is watching me," says Kara.

"Really? Who?" Peter asks in a concerned tone.

"I don't know. It could be me just getting a little paranoid. I guess talking to Batman does that to you," the Kryptonian says jokingly.

"Oh, good, so I'm not the only one who thinks that," the wall crawler jokes back eliciting a giggle from Kara. "Well, I'll let you resume your superheroing, and if there is someone else watching you, be careful alright."

"I'll do my best," Kara says with a smile. "Hey, maybe tomorrow you and I can hang out. You promised me a tour around New York after all."

"It's a date," Peter says then immediately realizes what he just said. "Uh, I mean, what I meant to say was…"

Kara giggles once again finding it quite cute the way he gets all flustered, "I know what you mean. I…I think we have much to talk about…about us I mean."

"Yeah," Peter sighs. The two of them haven't forgotten about what happened on Apokolips weeks ago. When the two were about to…

"Look, we'll talk more about what happened back on Apokolips when we see each other tomorrow, okay?" Kara asks snapping Peter out of his train of thought.

"Uh, yeah, sure, sounds like a plan," Peter responds. "Clark and Bruce gave you my address right?"

"They did, I can find it don't worry. I'll see you tomorrow Peter," says the Kryptonian.

"Yeah, see ya," the spider hero says back as he hangs up.

 **Forest Hills, Queens NY**

The doorbell rings in the Parker residence.

"Yes, yes, I'm coming," Peter's Aunt May says as she walks towards the front door. She opens the door and finds a young girl standing on her porch. The girl looks to be about Peter's age, and she's wearing what appears to be a red blouse with blue jeans and red converses. She's also wearing glasses, with her long blonde hair being tied up in a ponytail.

"Hi, I'm looking for Peter Parker. Is this where he lives?" asks the girl.

"Uh, yes, he lives here. He's in the basement right now doing lord know what," May answers. "And you are?"

"Oh, right, I'm Kara. Kara Danvers," the girl answers taking her hand out to the elderly woman.

May eyes widened in surprise, "Kara? Oh, you must be that lovely young lady Peter met at the library all those weeks ago. I'm May. I'm his aunt."

May takes Kara hand and shakes it. _"Hmm, quite a grip she's got there,"_ she thought.

"Peter's…mentioned me?" Kara asks with a blush on her face.

"Any chance he gets. The look on his face whenever you're brought up. I've never seen him look so happy," the elderly woman says with a bright smile.

Kara blushes more and looks at her converses.

"Oh, don't be embarrassed dear," May says reassuringly. "I glad that Peter was able to meet someone like you. Now that I got to meet you in person, I can see why he's grown quite attached to you. You must remind him so much of Gwen."

"Gwen?" Kara asks raising her head to look at the older woman. "Who's Gwen?"

"Oh, Peter didn't tell you about her? That's understandable. Even after all these months he's still in pain from what happened," says May.

"What do you mean? What happened?" Kara asks confused.

May starts to look hesitant, "Well…you see…it's not my business to say. I suggest you ask Peter about it…when he's ready to talk of course."

Kara nods her head in understanding.

"Well, come on in. I can show you the way to the basement," May says as she motions the Kryptonian along.

As they're walking through the house the older woman begins to ask more questions, "So, Peter told me that you're not from around here. Where are you from exactly?"

Now Kara begins to look hesitant, "Uh…I'm…I'm from Kansas…Smallville, Kansas."

"Ah, now I see why Peter told me you're still trying to get used to how things work around here. I bet life in the big city is much different than living out in the countryside," May says with a chuckle.

Kara chuckles as well, "Yeah, something like that."

As the two of them are walking Kara notices a display of pictures. She sees one picture of a young brown haired boy with glasses holding a fishing rod that has a big fish on its hook. Standing beside him was a grey haired man she's never seen before.

May notices this and stops for a second, "That man is his Uncle Ben. Peter and I loved him so much. When he died, it was like we both lost a part of ourselves."

Kara looks over to the older woman, "I'm almost afraid to ask but…what happened to him?"

May looks down on the floor, "When he went to go get Peter from the library, a mugger was trying to steal his car. Ben refused and…well…"

Kara gives out a look of guilt, "I'm sorry, I didn't mean to…"

May gives a reassuring smile, "It's alright dear. I'm just glad that the man who killed him was brought to justice. As for who apprehended him in the first place well…the police found him wrapped in what looked like a giant spider web. I assume it's that Spider Man character that's been all over the news. If only I had the chance to thank him."

 _"So Peter caught the carjacker,"_ Kara thought. _"I bet his uncle's death must be the reason why he's Spider man."_

The Kryptonian also sees a picture of a married couple with a little baby. The man in the picture looks a lot like an adult version of Peter.

"Those are Peter's parents; Richard and Mary Parker," May spoke up. "They were such nice people. Mary was like a sister to me and as for Richard, well, let's just say Peter takes a lot from him."

Kara nods in understanding.

"Come on, the basement is just this way," May says motioning the Kryptonian to follow her.

The two make it to the kitchen where the basemen is located. "Peter, there's someone who's here to see you," the elderly woman calls out. "It's Kara."

"Kara? Tell her she can come on down," Peter says from the basement.

May motions Kara to the basement, "Well, you heard him. Go ahead dear. It was nice to finally meet you."

Kara gives a bright smile, "It was nice meeting you too Mrs. Parker."

The Kryptonian makes her way down the stairs and she finds Peter putting new web cartridges on is utility belt. He's wearing a grey long-sleeve buttoned up dress shirt with tan khaki pants and grey sneakers.

"So do I call this place "the spider web?"" Kara asks jokingly as she crosses her arms and smiles.

Peter turns around in Kara's direction and chuckles, "Nope, just the basement. Unlike a certain bat-themed hero we both know, I don't go around labeling things as "spider-whatever.""

"Good, pretty soon I would think you're just as crazy as he is," Kara says with a small laugh eliciting a laugh from Peter as well.

"So, I take it you're ready for the grand tour?" the wall crawler asks.

"Yep, whenever you're ready," answers the Kryptonian.

"Well, I just need to add more web cartridges and then we'll be all set," says Peter.

Kara nods her head and she looks over at a small table and sees a bunch of papers with math equations and chemical compounds on top of it. She picks it up and takes a good look at it.

Peter stops what he was doing and sees Kara looking at the papers, "Oh, right, that's actually some of my dad's work. If it's hard for you to understand all that I…"

"It looks like a patent for some kind of molecular adhesive," the Kryptonian says cutting off the web head. "Oh, so THIS must be what you use to make your webs."

Peter's jaw dropped, "You can understand all that?"

Kara gives a smug look to the spider hero, "I'm from another planet Peter. Where I come from, this is stuff I learned when I was five."

 _"So she's super smart too? Wow, that just makes her a gazillion times more attractive,"_ Peter thought.

Kara looks at another table that has a set of Peter's web shooters and cartridges on the table, "I take it these are the wrist devices you have to use to spin your webs?"

Peter snaps back to reality and answers her question, "Uh, yeah, pretty much. The web shooters I made myself. As for the web fluid, my dad was unable to finish the patent before he died. So, I looked into what he had already set up, and I was able to figure it all out, hence the web fluid."

"Wow," Kara says as she looks at Peter in admiration then picks up one of the web shooters.

"This is incredible. The fact that you could come up with all of this yourself. My dad would love you. I can see you two talking about all kinds of scientific mumbo jumbo."

"Hey, don't sell yourself short," Peter says with a smile. "You could easily pass yourself off as a super genius on this planet…you don't even have to worry about getting picked on either considering you're a pretty girl."

The Kryptonian begins to blush but then heard the last thing Peter says, "Wait, people pick on you because of how smart you are?"

Peter nods, "Yeah, even before I got my powers, I usually get my butt kicked and people call me names. Oh, and the wedgies. The glorious super wedgies. Good times."

"No, that's horrible," Kara corrects him. "Just because you're intelligent doesn't give you the right to be ridiculed."

"Yeah, well, the story of my life right?" says Peter.

"But, how come you never do anything about it now? You could easily hand their asses on a platter," asks Kara.

"Two words. Secret identity," Peter answers. "The more I showcase my powers the more people will start to put two and two together on who Spidey is. Well, that and all the guys in high school have matured since then, so they don't really do those things anymore."

"Thank Rao," Kara sighs in relief. "Pretty sure, I was going to find these guys and deal with them myself."

Peter laughs, "Now I'm imagining "Supergirl" hanging Flash Thompson and Kong Harland on a flagpole by their underwear."

"And she would do it too if they keep pushing her friends around," Kara says with a firm look on her face.

Peter chuckles and gets up from his chair, "Well, I'm done putting the finishing touches to my belt. Let's go on that tour."

"So, where to first?" Kara asks.

Peter thinks about it for a moment, "Well…we're both teenagers. What do teenagers normally do in their free time?" An idea finally pops into his head. "I got it."

 **Local Mall, Manhattan NY**

"Oh. My. Gosh. You actually have OTHER forms of hot dogs on your planet?" Kara asks with excitement in her voice as she observes the food that was given to her.

"Corn dog on a stick. A modern achievement," Peter says with an amused smile.

"How in the world were the people who made this be able to pull off putting the hot dog inside the batter?" asks Kara.

"I…I really couldn't tell you," answers Peter. "Hell, I'm still wondering how they were able to stuff some of the hot dogs with cheese."

The spider hero decides to tackle another topic, "So how was late night patrol in Gotham?"

Kara puts the corn dog down and looks at Peter, "Oh, that? Well, I got into my first real fight with some supervillains."

"Whoa, seriously? You gotta give me the details," Peter says with intrigue.

Kara continues, "Well, there was a bank robbery. Harley Quinn and Poison Ivy were involved. Batgirl and I went in to go put a stop to it. Turns out it was a trap to draw me out. Apparently, the Batgirl I was fighting with wasn't really her. It was actually Clayface. Of course, I knew it was Clayface before he even revealed himself. I was just waiting for the right moment."

"How did you figure out it was Clayface?" Peter asks. "Let me guess, you used your x ray vision and saw there was no skeleton."

"No, it was because the Batgirl that I ran into was a redhead," Kara explains.

"Oh, that's right. I guess "Mr. Bill" didn't get the memo. The current Batgirl at the moment is blonde, while the former is sadly confined to a wheelchair…I heard about how that happened. It's pretty messed up," says the web head eliciting a nod from the Kryptonian. "So who would go through all that trouble to set a trap for you?"

"My guess is that it's someone who is trying to see just how powerful I am," says Kara "All I know is that there is someone other than Bruce and Kal watching me. The question is who?"

"Who knows," Peter shrugs. "Still the fact that you took on Harley Quinn, Poison Ivy AND Clayface at the same time is a quite an accomplishment. Although, I took on the entire Sinister Six in my sleep."

Kara's eyes widened at what the wall crawler said, "Seriously? You HAVE to tell me that story."

"And I will, but first, let me ask you this question," says Peter.

"Okay, shoot," says the Kryptonian.

"I understood Clayface being part of the whole ruse, but why the hell was Harley and Ivy there? What were they gonna do? Slap you with a rubber chicken and give you allergies?"

Kara's eyes widened at the mention of one or both of the villainesses names, and she looks away from Peter with a hard blush, "Well…actually…"

"Well, well, well, what do we have here," says a brand new voice. "Parker's got himself a new lady friend."

Approaching the two teens right now are a small group of other teens. One was a burly young man with blond hair, another overweight and bald, the other was a muscular African American kid and the last one was another African America kid but much smaller in physique and his hair is braided. They are accompanied by three females. One girl looks to be of Latina descent, another was a girl with blond hair blue eyes and fair skin and the last girl was African American with short brown hair.

Peter rolls his eyes at muscular blonde kid's remark, "Hey Flash."

"Don't mind Flash Petey," says the Latina girl. "We all just came over to say hi."

The other teens nod their heads.

"Well Pete? Aren't you going to introduce us to your new friend?" asks the African American girl.

"Oh, right. Guys, this is…uh…" Peter begins to say.

"Kara Danvers," the Kryptonian finishes. "I take it you all are friends of Peter's."

"Kara, this is Flash Thompson. The bane of my existence," Peter says motioning to the burly blonde.

"Uh, FORMER bane of your existence," Flash corrects. "I stopped giving you hell months ago."

"Oh, I know, I just like to pull your leg every now and again," Peter says with a smile eliciting small laughs from the other teens, Kara included. He motions over to the Latina girl. "I also like you to meet Liz Allen. My…uh…ex."

Liz giggles, "It's okay Petey, that was a long time ago. I've moved on."

"Right," Peter chuckles nervously. He then proceeds to introduce Kara to the rest of his friends, "I also like you to meet Kong Harland, Glory Grant, Sally Avril, Randy Robertson, Glory Grant and Hobbie Brown."

They all waved at Kara.

"So, Kara, where are you from?" Glory asks the Kryptonian.

"I'm from Smallville. Which is in Kansas," Kara answers.

"Oh. My. GAWD," says Sally with her strong New York accent. "I actually have an uncle who is from there. That place is so…small."

"So, how's life in the big city so far?" Randy begins to ask.

"It's…big," Kara answers with a nervous chuckle.

Glory turns to Peter, "So Pete, I take it you've been having a great summer so far huh?"

Now it was Peter's turn to give out a nervous chuckle, "Yeah, it's been really crazy."

"I still can't believe that in a couple weeks we'll be going back to school," Kong comments.

"We're gonna be seniors. I am SO excited," says Sally.

"Adulthood, here we come," says Liz.

"I'm glad you guys are excited," says Peter.

"And you're not Parker?" asks Flash.

"Believe me I am. It's just that…well…not all of us will be graduating this year," Peter says solemnly.

All the teens faces started to fall because they knew exactly what Peter was talking about. Kara looks at Peter in sympathy.

Liz begins to speak up. "Oh Petey, we all miss Gwen. We really do. But don't you think she would want you to be happy?"

"Liz is right Pete," says Glory. "Gwen wouldn't want you to be all down in the dumps because of her. She would want you to appreciate what you still have."

Peter looks down at the table and nods in understanding, "You guys are right. Gwen would want me to savor the moment, and that's exactly what I'm going to do."

"That's the spirit Parker," says Flash as slaps Peter shoulder. "And just remember that we got your back. Osborn and Brock may have bailed on you for whatever reason, but we're still here."

Hobbie just gives a firm nod.

Peter gives a warm smile, "Thanks Flash…I think."

"Well, we better get going," says Sally. "There's still some more back to school shopping we gotta do."

Everyone groaned and followed Sally.

"See you around Petey, and it was nice meeting you Kara," says Liz as she and the others wave and walk away.

Peter and Kara wave back while seeing them go.

"They seem like nice people," Kara spoke up giving a warm smile, then it turns into a frown. "Though Flash seems rather…obnoxious."

Peter lightly laughs, "Yeah, but he grows on you after a while. Get this, his two favorite superheroes are Spider Man and Superman."

Kara raises an eyebrow, "You're kidding."

"I wish I was," Peter says chuckling. "Though I would LOVE to see his reaction when I finds out there's now a "Supergirl" flying around."

"Ugh, I don't think I want to see that," Kara says with a look of disgust.

"What do you know, it looks like you hit the jackpot yet again tiger," says a smooth feminine voice.

The two teens turn around and the see a young girl who is about their age, with red hair and green eyes.

"Mary Jane," Peter says to the red head.

"Hey Peter," says Mary Jane. "I saw everyone else come over here to say hi, so I figured I say hi too. Can you believe we're actually going to be seniors this year?"

Peter chuckles, "Yeah, we are SO going to rule that school."

The redhead turns to Peter's new friend and takes out her hand, "Hi, Mary Jane Watson."

Kara takes Mary Jane's hand and shakes it, "Kara Danvers. I take it you're a friend of Peter's as well?"

"Well, we live right next door to each other," Mary Jane replies. "Though our aunts tried REALLY hard to get the two of us together. We decided to just be friends instead. How did you and Peter meet?"

"We met at the library," Peter answers. "She's from Smallville, which is in Kanas. I'm just showing her around."

"Oh, a country girl huh? Nice," the redhead says with a grin. "I bet being a city girl takes some getting used to."

"You have no idea," Kara says with a chuckle.

"So will you be attending Midtown High, or are you just here for the summer?" asks Mary Jane.

"Uh, well, I really don't know yet," Kara answers.

Mary Jane nods her head in understanding, "Trust me honey, you'll love it there. It's got some great people."

"After meeting Peter's other friends, I can believe it," the Kryptonian says with a small laugh.

"Well, I'll leave you to love birds alone. It was nice meeting you Kara," says the redhead.

"It was nice meeting you too Mary Jane," says Kara.

As the red head passes by, she puts a hand on Kara's shoulder, "Promise me you'll take good care of him alright? He's been through a lot."

Kara nods, "You have my word."

With that Mary Jane leaves the two teens.

Kara turns back over to Peter, "She seems nice."

Peter smiles, "Yeah, MJ's really cool. She's helped me through a lot."

Kara nods and hesitantly asks this next question, "Your aunt and your friends keep mentioning this girl named Gwen. Who was she?"

Peter's face fell as he looks down at the table. _"Well, she had to know about her at some point. It's now or never,"_ Peter thought. The web head begins to sigh, "Can we go somewhere private first?"

The Kryptonian nods, "Sure, we can head to the rooftop."

The two teens make it to the rooftop. From there they have a good view of the city. The sun setting on the horizon. Peter and Kara lean on one of the rails. Peter looks on in the distance while Kara patiently looks at Peter until he's ready to talk.

Peter takes a deep breath, "Before I met you, there was another girl I used to know. Her name was Gwen. Gwendolyn Maxine Stacy,"

"That's a beautiful name," Kara comments.

Peter smiles and continues, "Gwen I were best friends for as long as I can remember. Back then it was just her, Harry Osborn and Eddie Brock who I've known since childhood. At first we just saw each other as friends, then we started to see each other as something more. I still remember the time she kissed me on New Year's Eve. That was when I knew. Gwen was smart, beautiful, kind. She always saw the best in everyone. Anytime I do something wrong she would always give me "The look.""

Kara giggles at that.

"We had a tough time telling each other how we felt at first. Mainly because I was dating Liz at the time, and Gwen was dating Harry. But we knew in our hearts that we wanted to be with each other. I finally got my chance when she and Harry broke up. Harry didn't take it too well. He started becoming addicted to the Globulin Green again."

"Globulin Green?" Kara asks.

Peter nods, "It's a strength enhancing formula that gave birth to one of my arch enemies, the Green Goblin."

Kara looks on into the distance, "Kal and Bruce had me look at some files at all the supervillains each member of the Justice League has ever fought, either individually or as a unit. I looked into some of your rogues first out of curiosity. That's when I discovered files on the Green Goblin. When I first saw images of him I thought he looked ridiculous with his purple and green jumpsuit and his bat-glider complete with pumpkin bombs. It seemed like to him it was Halloween every day. That's what you people on this planet celebrate right? With the spooky gimmicks and pumpkin decorations?"

Peter chuckles, "Yeah, that's correct. I still remember Flash and his crew dressing up as cheerleaders after losing a bet."

Kara laughs at that, "Oh Rao, I hope there are pictures. I SO want to see that." Then Kara slowly stops laughing and continues, "Anyway, when I jokingly asked Kal and Bruce about the Goblin they just looked at each other and said nothing. They told me about all of your other villains, but they gave me nothing on him." Kara turns to Peter with a serious look on her face, "I take it he was the worst one."

Peter lowers his head, "If you thought the Joker was bad, Gobbie was just as bad if not worse. He was a total psychopath…a monster…he was also Harry's dad."

Kara nods her head, "I figured. Norman Osborn right? When you told me Harry's last name, I thought there had to be some kind of relation."

"At first I thought Harry was the Goblin. It made sense since he had an addiction to the Globulin Green before, but then I found out later that Norman was just trying to frame him to save his own butt. God, to go so far as to frame his own son. He soon discovered my identity when he exposed me to some kind of gas that weakened my spider sense. He must have saw me remove my mask or something. We fought one other time and he ended up hitting some electrical power lines and he ended up getting amnesia because of it. At first, I thought the whole nightmare was over…but I was wrong."

Peter begins to tell Kara how after Gwen broke up with Harry and started dating Peter causing Harry to go back to his addiction to the Green, Harry almost dies of an overdose. When Norman finds out about this, he blamed Peter and his friends for what happened to his son. It was because if his hatred towards Peter that his memories of being the Green Goblin begin to resurface.

Before Peter continues with his story, he looks out into the far distance where he sees the Brooklyn Bridge and even more horrible memories begin to surface, "I take it Clark told you why it's important to have a secret identity."

Kara nods, "If my enemies knew who I was, they would go after my loved ones."

"Exactly," Peter sighs. "And that's exactly what Norman did. Since he also blamed Gwen for what happened to Harry he decided to go after her. When I called her on my cell to check up on her, guess who answered?"

The Kryptonian's eyes widened in fear, "No."

"All I heard was a laugh that was mix between the Joker and the Wicked Witch from The Wizard of Oz. Gobbie told me that he had Gwen and if I wanted to see her again, I had to meet him at the Brooklyn Bridge. I donned my costume and swung over there in a heartbeat."

Peter begins to tell her about the confrontation on the bridge. His plan was to keep the Goblin at bay so he can have enough time to take Gwen to safety. Norman had other plans. Having quickly recovered from a hard blow from the wall crawler, he was able to fly back to where Spider Man and Gwen were and ram himself right into the web head causing him to lose his grip on Gwen sending her hurtling off the bridge.

Kara's heart shattered when Peter told her this next part.

As Gwen was falling off the bridge, Spider Man, in a desperate attempt to save her, shoots out a web line that latched onto her leg, putting her into an immediate stop. When Spider Man pulled her up, having been so relieved that he saved her, he checked her pulse…there was no pulse.

Kara with tears in her eyes uses her scientific mind to figure out how, even though Peter saved her, Gwen died anyway, "It must have been the impact from when your webbing caught her. The sudden stop must have caused some sort of whiplash that was too much for her spine and her neck. Oh Peter."

With that, Kara's tears finally fell.

Peter nodded his head and tears of his own begin to fall, "It all happened so fast. When I saw her fall, I didn't know what to do. Everything I did was out of instinct, and it ended up getting her killed. Now I have to deal with the fact that she died because of me…She died at the hands of Spider Man."

The Kryptonian had heard enough. She refuses to stand there and let Peter blame himself for that girl's death. She turns the spider hero around and pulled him into a tight embrace. Peter embraced her back.

"It wasn't your fault," Kara begins to say in a soft tone. "You weren't the one who threw her off that bridge, and at least you tried to save her. It was better than doing nothing at all. Did Gwen ever know you were Spider Man?"

Peter shook his head, "No, but how could I tell her? She already blamed Spider Man for the death of her father. I couldn't do that to her."

Kara nods in understanding, "What about the Goblin? According to the files it says that he's deceased. Did you…"

"No, I didn't kill him." Peter immediately says. "But dammit I wanted to after what he did. I stopped myself at the last minute. I was about to apprehend him when my spider sense warned me about Norman using his glider to try and impale me. I jumped out of the way, and it hit Norman instead."

"So in the end, his own insanity and hatred towards you was what led to his downfall," Kara concludes.

"In a way, yeah," Peter agrees. "It's funny, I thought seeing the Goblin die would make me feel better about Gwen, but instead I felt empty…washed out and…maybe just a little bit more alone. After Gwen and Norman's death, I wanted to quit being Spider Man. I threw my old costume in the trash and never looked back since. I guess the rest of the League were aware of my absence, because about few weeks after I quit, HE showed up."

"He?" Kara asks.

"Your cousin," Peter answers. "He showed up in my school as Clark Kent. Didn't recognize him at first until we went to someplace private and he took off his glasses and fixed his hair. He told me that Spider Man hasn't been active for weeks, and he wanted to know what was up. I told him everything. He told me that what happened wasn't my fault, and that I did the best I could in trying to save her. He also told me that even though I failed to save one life, I shouldn't quit and I should think about all the other lives I have saved in the past two years. He told me that even though the people in this city don't think too highly of me, if it wasn't for me, half of them wouldn't even be here. He then gave me a choice: I could quit being Spider Man, or I can honor Gwen's memory and keep fighting. After he left I thought about what Uncle Ben told me and I realize that as much as I wanted to quit, I couldn't. I still have a responsibility. This city needs Spider Man."

"What about Harry?" Kara asks. "What happened to him?"

Peter sighs, "Harry dropped out of high school to run Oscorp...We haven't talked since."

There was some silence for a few seconds until Kara spoke up again, "Is that why you joined the Justice League? So in case the next time something like that happens you're more prepared."

Peter nodded, "Even though I've been doing this for two years now, compared to other heroes, I'm still a novice. I keep making the same rookie mistakes again and again and all it does is cause nothing but pain and death. I figured, if I want to be better, why not get some pointers from the actual pros? I owe the Justice League a lot. They stuck with me throughout the last five months, they helped me when I was at my lowest point, and gave me words of encouragement throughout. Also, it would be nice to have some backup whenever something like that were to happen again."

Kara nods, "As much as it kills me to say this, but Kal's right."

Peter looks over at her, "What do you mean?"

"Even though you failed to save someone, even if that someone was a girl you loved, you still saved so many other lives. If it wasn't for you, I still would have been under Darkseid's influence and I can't thank you enough for that. You saved my life Peter. Even though the world doesn't view you as a hero, know that you're MY hero."

With that Peter starts to sport a wide smile, "Thanks Kara."

The Kryptonian begins to blush, "Y…you're welcome."

There was more silence until Kara spoke up again, "Peter?"

The wall crawler looks at her again, "Yeah?"

Kara begins to blush more, "Back on Apokolips, I remember what you did to distract me. You know, so Kal could use his Kryptonite ring to knock me out."

Now it was Peter's turn to blush, "Oh, right. When we were about to…"

"There was some truth to what I said," Kara says cutting him off. "When you were about to kiss me, I got excited. It really was something I've wanted to happen ever since we first met. When I first came to this planet, I felt lost, alone, I didn't feel like I belong here or that people even wanted me here. Then Kal introduced me to you. When I first laid eyes on you I felt nothing but comfort. Whenever I'm around you I felt safe. You were so kind to me. You made feel welcomed to this world. You make me laugh and smile every time I see you. You made feel…like I mattered, and the fact that you would put your own life on the line for me shows me just how brave and caring you really are. I like you Peter. I like you a lot. I just want you to know that. If you don't feel the same way, if you're still hurt after what happened to Gwen I…"

Kara was unable to finish what she was saying as Peter puts his arm around her waist, pulls her flush against him and presses her lips onto his, kissing her deeply. For the Kryptonian it was so sudden. She was seeing stars. She felt the urge to pinch herself to see if this was all a dream. In a matter of seconds she regained her composure and starts to return the kiss. She wraps her arms around Peter's neck while Peter wraps his other arm around Kara's waist deepening the kiss. As the two teens pull apart, they rest their foreheads against each other smiling, crystal blue meets warm hazel, their hearts racing. Their tender moment was cut short when Peter's spider sense begins to go off followed by Kara hearing a huge explosion and people screaming.

Peter sighs, "What a way to kill the mood."

Kara giggles, "We better go see what's going on. You got your costume with you?"

Peter opens up his shirt revealing his Spider Man costume, "What about you Supergirl? You got yours?"

Kara opens up her blouse revealing her Supergirl costume, "You had to ask?"

The two teens change into their hero personas and left the rooftop to investigate the disturbance.

"BACK THE FUCK UP. I'M NOT KIDDING AROUND THIS TIME," says the Shocker as he's blowing up cars trying to leave the bank. The two heroes see what was going on down below.

"Oh no, not him again," Spider Man groans.

"I take it you deal with this guy a lot on a daily basis," Supergirl guesses.

"If it's not a big supervillain threat, it's usually just this tool causing trouble," says the web head.

"Tell you what, how about you stay here and I'll handle him," the Girl of Steel suggests.

Spider Man shrugs, "Knock yourself out. But go easy on him okay? He doesn't have any real superpowers."

"Don't worry, I know EXACTLY who I'm dealing with here," Supergirl says as she flies down towards the disturbance. She lands right in front of Shocker, "Herman Schultz, aka the Shocker. I've heard a lot about you. I don't think we've been properly introduced. I'm the girl who's going to send your sorry ass back to jail."

Shocker looks at the girl with a confused expression on his face, then he recognizes the "S" on her chest and his eye widened in fear, "Oh shit, not another one. I gotta get out of here." He fires his gauntlets at Supergirl to which it doesn't even phase her.

"You think you could do my back next? I've been so stressed," Supergirl quips eliciting a huge laughter from Spider Man on the rooftop and the crowd down below.

"This can't be happening, I gotta get out of here," Shocker says as he continues to fire his gauntlets at the Kryptonian with no effect.

"And I think you gotta get yourself a new catchphrase," Supergirl says to the villain as she walks towards him. "Judging by what you said earlier, I take it you already met my cousin. You know what that means right?" She takes the gauntlets in her hands and crushes them. "Anything he can do I can do too. You can say it runs in the family."

Shocker looks at his destroyed gauntlets in fear, "Oh no."

"But whatever you do," the Girl of Steel now says. "Don't look behind you."

Shocker does the exact opposite of what Supergirl told him and he sees Spider Man sitting on the side of the wall waving at him, "Hi Herman."

Shocker lets out a girlish scream and runs away from the two heroes, only for Spider Man to fire a giant web in front of the villain, trapping him in the process.

The wall crawler jumps down and motions over to Supergirl, "Ladies and gentlemen, it is my pleasure to introduce you all to a new superhero on the block, Supergirl."

The crowd of people erupted into cheers as they clap for their new savior.

"See they like you," Spider Man says to his fellow hero.

"Cute, shall we?" Supergirl says as the two leave the area via a web line and flight.

As the two teen heroes return to the rooftop of the local mall, they look at each other in silence.

"Okay, I have to ask," Peter begins to say as he removes his mask. "You're costume. Where did you get it from?"

"Well, Ma Kent made it for me," Kara explains. "Where did you get your costume from?"

"Well, I got my original costume during my early days as a professional wrestler," Peter answers. "It was back when I wanted to use my powers to make money. It was just a simple red and blue jumpsuit with a mask that covers my entire face. When I decided to become a superhero, I modified it by sewing in the web patterns and added the spider symbols on the front and back of my costume. When I quit being Spider Man for a little while, that costume has been rotting in a New York dumpster ever since. Batman made the costume I'm wearing now, and your cousin gave it to me as a gift after he gave me some words of encouragement. Fun fact: Oracle was the one who came up with the design while Bruce just added in all the tech. The suit's made out of a more flexible form a Kevlar, which gives me plenty of room to move around while at the same time make me somewhat resistant to knives and bullets. My mask also has some kind of built in "detective mode" which lets me do some cool CSI stuff. I added a few nuances myself. I modified my web shooters so that it matches the design of my new costume, and I also made this utility belt complete with new web cartridges."

Kara just look at Peter in admiration, "You're cute when you get all nerdy."

Peter blushes at her comment and rubs the back of his neck. The web head begins to speak, "So, about what happened before. You know, before we had to deal with Shocker…"

"Yeah?" asks Kara.

"Well, in case our kiss wasn't anything to go by, I just want you to know that everything you said...I feel the same way," Peter says in a soft tone.

Kara's eyes widened at that fact, "Y…you mean…"

"Yes Kara, I like you a lot too," Peter chuckles. "Ever since I lost Gwen, there was this huge hole that was left in my heart. When she died, a part of me died along with her. I didn't think I'd ever find a girl like her again. Then you came into my life. When we talked back at the Fortress, I felt like there was a connection between us. We both had our fair share of tragedies, we sometimes question what our purposes are in life and we both want to do whatever we can to help the people we care about. I'd be lying if I said that you didn't remind me so much of Gwen. Both of you are smart, caring, beautiful, whenever you two have your mind set on something you go for it and you both are not afraid to say what's on your mind. However, you have some unique qualities of your own that makes you...well you. The look on your face whenever you discover something you've never seen before. That sparkle in your eyes whenever you're really happy, the way you blush and the way you giggle whenever I tell one of my corny jokes."

Kara makes that exact giggle.

"There, THAT giggle," Peter chuckles again. "When I met you, I finally felt like I could be myself again. You were able to fill that hole that has been in my heart for five months now and I can't thank you enough for that. I guess I should thank your cousin as well. If it wasn't for him, I don't think I would still be doing this and I never would've met you."

Peter looks at the "S" on Kara's costume. "You know, that "S" on your chest may be your family's coat of arms over on Krypton, but here on Earth it means something else…it means hope. A light at the end of a dark tunnel. You gave me hope Kara. You're my light at the end of the tunnel. You say you're not sure if you have actually earned the name of Supergirl. I say to hell with that. You deserve to be called by that name more than anyone else in the world."

With that, Kara, with a beaming smile pulls Peter into another passionate kiss to which the wall crawler returns with no hesitation. As they break apart, the two teens look off into the distance.

There was some more silence until Peter started to speak again, "So, I take I was you first kiss."

The Kryptonian immediately started to blush super hard, "Actually…you're my second."

Peter turns to Kara with wide eyes.

"W…was there some guy you dated back on Krypton?" Peter begins to ask.

Kara shakes her head and begins to explain, "Remember when I told you last night that I was going to patrol Gotham…"

Peter listens to Kara as she talks more about the bank heist she stopped that night. Before she took down Clayface, she fought Harley Quinn and Poison Ivy first. She was able to take both of them down. While Kara went into full detail as to what went down, Peter's mind was only focused on one key moment that happened during the whole thing.

"IVY KISSED YOU?" He exclaimed, which made Kara's entire face turn beat red.

"Y…yeah, she did. Apparently she was trying use some kind of synthetic Kryptonite lipstick to put me under her control. It didn't work for some reason."

That was when Peter put on his own scientific cap, "I remember her doing the same thing to your cousin once upon a time. It worked and he and Batman fought for a little bit. It took Catwoman pushing Lois Lane off a building for him to come to his senses. Since you're biologically much younger than your cousin, I guess that means you can absorb more yellow sun radiation than him, therefore, making you immune to things that would normally effect him."

"Makes sense," says Kara.

Peter still has a look of utter shock. Right now he's feeling two different emotions. He's jealous of the fact that he's not Kara's first kiss, but at the same time, he's shamefully turned on by the fact that his new girlfriend had experience kissing another girl.

 _"I KNEW not kissing her back on Apokolips was going to come back and haunt me,"_ he thought. " _And yet, I think I'm gonna need a cold shower when I get home. I'm definitely going to be having some very vivid dreams tonight."_

Kara notices the look on her new boyfriend's face and puts a hand on his shoulder, "Peter, if it's any consolation. I actually had more of a thrill kissing you than I did Ivy. Besides, it's not like we did…anything else beyond that."

 _"Kara, for the love of God, PLEASE stop,"_ Peter continues to say in his head. She clearly has no idea what kind of effect it would have on a boy his age by telling him all of this. _"My imagination is running wild as it is."_

"Th…that's good," Peter says trying to regain his composure by clearing his throat.

Kara raises an eyebrow, on Peter's reaction. She thought he would be upset about it, but his flustered reaction says otherwise. Apparently it's a question she'll have to ask on a later date as Peter phone starts ringing.

The web head answers, "Hey Aunt May…Yeah I'm still hanging out with Kara at the mall…Oh, let me tell ya, it was…it was an experience…sure I was just about to take her home. I'll be on my way shortly." Peter hangs up and turns to the Kryptonian.

"I guess our date is over?" Kara guesses.

"I guess so," Peter replies.

"Well, I had fun. I even had a blast taking out Shocker," the Kryptonian says with happiness in her voice.

Peter gives out a warm smile, "I'm glad."

The two teens stare at each other for a few seconds.

"So…I'll see you later then?" Kara asks.

"I'll call you tonight," Peter says with a smile.

The two exchange one last kiss and they both part ways.

 **Metropolis**

Superman, while he was out patrolling the city, notices Kara fly by and he goes to her.

"Kara, how was your day with Peter?" the Man of Steel asks his cousin.

Supergirl with a bright smile goes over to her cousin and gives him a tight embrace catching him by surprise.

"Uh…where's this coming from?" Superman asks with a smile and a chuckle.

Supergirl moves her head up to look at her cousin. "Thank you," she says in a soft tone and with a smile.

"For?" the Man of Tomorrow asks again.

"For introducing me to him. He also told me about what happened with the Green Goblin and how you helped him through it. I really appreciate it."

Superman, with a smile of his own, hugs Supergirl back, "It was no problem. Helping people, including my friends, is what I do best."

The two Kryptonians break away from their embrace and Kara begins to blush, "Peter and I are seeing each other now…romantically."

"Well, it's about time. I was beginning to lose hope," Superman says jokingly with a wide grin.

Kara gives out a wide grin of her own, "So, need any help defending this city? I can lend a hand if you want."

"I would greatly appreciate it," Superman says with a warm smile.

The two Kryptonian begin to fly towards the city resuming the patrol.

Superman speaks up again, "I hope he treats you right though. Wouldn't want to send him into the Phantom Zone if he breaks your heart."

"KAL."

 ** _And there you have it folks, the end of our little tale._**

 ** _So remember when I said that this chapter makes a reference to Superman/Batman Vol. 1 #19/Supergirl Vol. 5 #0? That was the night in Gotham Kara mentioned, and get this, that moment with her and Poison Ivy actually happened. Don't believe me? Google it (Don't worry I won't tell anyone). Of course, that moment never gets brought up after that, and I assume it got lost in the New 52 shuffle (Unless DC Rebirth, for some weird ass reason, decides to bring it back in continuity. Jimmy Palmiotti would probably bring it up in his Harley Quinn book just for the lols.) Anyway, that is why I waited until this chapter to have Peter and Kara kiss, because I wanted the ol' Parker luck to screw the web head over once again. Now you can all say there is ONE supervillain in the entire universe that has a victory over Spider Man...and she doesn't even know it._**

 ** _I hope you guys like my explanation regarding Spidey's costume. Since Tony Stark isn't here, I had to come with some type of excuse as to why he has his high tech MCU costume. If you're curious as to what his original costume was, it was basically just his classic comic book outfit._**

 ** _I'm really glad a lot of you who have stuck around enjoyed this story. I even manage to gain the attention/approval of a few authors on this site who actually inspired me to do both this and my other story, and yes, there will be a sequel. I'm thinking about making it like my Spidey/Power Girl fic where it's going to be a series of one and done stories. Think of this story as being the Pilot for a TV show. As always, be sure to leave a review telling me what you thought of the story. What were your favorite moments if you had any? Until next time..._**


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